0001558370-22-017839 | 10-K/A | XBRL Viewer

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Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2021	Mar. 15, 2022	Jun. 30, 2021
Document and Entity Information
Document Type	10-K/A
Document Annual Report	true
Document Transition Report	false
Document Period End Date	Dec. 31, 2021
Entity File Number	001-36788
Entity Registrant Name	Exela Technologies, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-1347291
Entity Address, Address Line One	2701 E. Grauwyler Rd.
Entity Address, City or Town	Irving
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75061
City Area Code	844
Local Phone Number	935-2832
Title of 12(b) Security	Common Stock, Par Value $0.0001 per share
Trading Symbol	XELA
Security Exchange Name	NASDAQ
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Public Float			$ 111,882,262
Entity Common Stock, Shares Outstanding		380,139,589
Entity Central Index Key	0001620179
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	FY
Amendment Flag	true
Amendment Description	References throughout this Amendment No. 2 to the Annual Report on Form 10-K to "we," "us," the "Company" or "our company" are to Exela Technologies, Inc. and its consolidated subsidiaries, unless the context otherwise indicates. This Amendment No. 2 on Form 10-K/A (the "Amendment") amends our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, which was originally filed with the Securities and Exchange Commission (the "SEC") on March 16, 2022 (the "Original Report") and amended on May 2, 2022 to include the Part III information omitted from the Original Report in reliance on General Instruction G(3) to Form 10-K. This Amendment is being filed solely to include a restatement of our financial statement footnotes for the fiscal year ended December 31, 2021 in Part II, Item 8. Financial Statements and Supplementary Data (the "Restatement") and to make limited related changes to Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations, and Part II, Item 9A. Controls and Procedures. Except as described below, the Restatement does not have an effect on any number, financial statement line item or per share amount disclosed in the Original Report, and the Restatement does not have an effect on retained earnings, or other components of equity or net assets of the Company. The Restatement solely arises from the inclusion of a going concern assessment in the financial statement footnotes and amended and restated audit reports issued by KPMG LLP, the Company's independent registered public accounting firm, to reflect such assessment. As a result of the delivery of the amended and restated audit reports, indebtedness under one the Company's borrowing facilities, which is no longer existing as of the date of the Amendment, was reclassified from long term to current as of December 31, 2021. The Restatement has not been updated to give retroactive effect to the 1-for-20 reverse stock split implemented on July 25, 2022. In accordance with ASC Subtopic 205-40, Presentation of Financial Statements-Going Concern ("ASC 205-40"), the Company has the responsibility to evaluate whether conditions and/or events raise substantial doubt about its ability to meet its obligations as they become due within one year after the date that the financial statements are issued. As required under ASC 205-40, management's evaluation should initially not take into consideration the potential mitigating effects of management's plans that have not been fully implemented as of the date the financial statements are issued. In performing this evaluation, as of March 16, 2022, in connection with the Original Report, we concluded that under the standards of ASC 205-40 there were no conditions which raised substantial doubt about our ability to continue as a going concern within one year after the date that the financial statements were issued, and as a result our Original Report did not contain any such disclosures. However, in re-performing this evaluation as of the date of the Original Report we subsequently determined the need to take into account the potential impact of certain true-up guaranties that we had issued in connection with the Revolving Loan Exchange and Prepayment Agreement dated March 7, 2022, pursuant to which we agreed to exchange $100.0 million of our outstanding revolving credit facility owed by our subsidiary, Exela Intermediate LLC, for (i) $50.0 million in cash, and (ii) $50.0 million of 11.500% First-Priority Senior Secured Notes due 2026 (the "Exchange Notes"), and thereby extinguishing all material near-term non-contingent maturities as of the date of the Original Report. This true-up guaranty created a potential obligation to make a payment to the holders of the Exchange Notes, if the holders were to sell their notes at a price below an agreed threshold during agreed periods in 2022 beginning after April 15, 2022. Under U.S. generally accepted accounting principles, the Company is required to measure the fair value of the true-up guaranty on the date of issuance, and at the end of each reporting period, and recognize any change in fair value in the Company's operating results for the current period. In preparing our financial statements for the quarter ended March 31, 2022 (filed with the SEC on Form 10-Q on May 10, 2022), we recognized $17.4 million (the fair value of the true-up obligation as accounted for under ASC 460, Contingencies and ASC 450, Guarantees) as a liability as of March 7, 2022, with an offsetting debit to the original issuance discount of the issued Exchange Notes. As of the date of this Amendment, the true-up guaranty has been satisfied. The Company did not consider this true-up obligation as part of its going concern assessment for the Original Report, even though it should have given the obligation was incurred prior to the issuance of the financial statements. If it had done so, the Company may not have had sufficient liquidity under its financial model to fund payment of this true-up obligation in addition to its other commitments for the twelve months following the date of the Original Report. Based on this valuation, and including as current, the contingent liability created by the true up guaranty, management has determined that as of the date of the Original Report, there was substantial doubt under the standards of ASC 205-40 about the Company's ability to continue as a going concern for the twelve months following the date of the Original Report, similar to the disclosures the Company made in its quarterly reports on Form 10-Q filed with the SEC for the quarters ended March 31, 2022 and June 30, 2022, respectively. As previously reported, the Company has undertaken plans to improve our available cash balances, liquidity and cash generated from operations; despite these actions, the Company would need to take further action to raise additional funds in the capital markets or otherwise to fund the true-up guaranty in addition to its other obligations over the period. However, the Company's ability to obtain additional financing in the debt and equity capital markets is subject to several factors, including market and economic conditions, the Company's performance and investor sentiment with respect to the Company and its industry and considering these factors are outside of the Company's control, substantial doubt about the Company's ability to continue as a going concern existed under the standards of ASC 205-40 as of the date of the Original Report. Going concern matters are now more fully discussed in Note 2, Basis of Presentation and Summary of Significant Accounting Policies of the Consolidated Financial Statements in the Restatement. In connection with the Restatement, the Company's management also reassessed the effectiveness of its disclosure controls and procedures as of December 31, 2021. As a result of that reassessment, the Company's management determined that its disclosure controls and procedures as of December 31, 2021 were not effective due to the material weaknesses with respect to compiling information to prepare our financial statements in accordance with U.S. GAAP. The material weaknesses are due to the going concern assessment. For more information, see the revised Item 9A included in this Amendment. The following items have been amended to reflect the Restatement: Part II, Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations This Item was amended to add a descriptive paragraph under the heading "Liquidity and Capital Resources." Part II, Item 8. Financial Statements and Supplementary Data This Item was amended to delete a reference to removing substantial doubt and to add going concern analysis to Note 2, to add Note 21 describing the restatement, and renumbering the Subsequent Note to 22. Part II, Item 9A. Controls and Procedures This Item was amended to add references to the going concern analysis in the listing of material weaknesses. In addition, we are filing with this Amendment new certifications of the Company's Executive Chairman (Principal Executive Officer) and Chief Financial Officer dated as of the date of this filing in connection with this Amendment (Exhibits 31.1, 31.2, 32.1 and 32.2). Except as described above, no other information included in the Company's Original Report is being amended or updated by this Amendment, and this Amendment does not purport to reflect any information or events subsequent to the Original Report. This Amendment continues to describe the conditions as of the date of the Original Report, except as expressly described herein, and we have not updated, modified or supplemented the disclosures contained in the Original Report. Accordingly, this Amendment should be read in conjunction with our filings with the SEC subsequent to the Original Report.
Auditor Name	KPMG LLP
Auditor Firm ID	185
Auditor Location	Detroit, Michigan

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Current assets
Cash and cash equivalents	$ 20,775	$ 68,221
Restricted cash	27,285	2,088
Accounts receivable, net of allowance for doubtful accounts of $6,049 and $5,647, respectively	184,102	206,868
Related party receivables and prepaid expenses	715	711
Inventories, net	15,215	14,314
Prepaid expenses and other current assets	31,799	31,091
Total current assets	279,891	323,293
Property, plant and equipment, net of accumulated depreciation of $196,683 and $193,760, respectively	73,449	87,851
Operating lease right-of-use assets, net	53,937	68,861
Goodwill	358,323	359,781	$ 359,771
Intangible assets, net	244,539	292,664
Deferred income tax assets	2,109	6,606
Other noncurrent assets	24,775	18,723
Total assets	1,037,023	1,157,779
Current liabilities
Accounts payable	61,744	76,027
Related party payables	1,484	97
Income tax payable	3,551	2,466
Accrued liabilities	113,519	126,399
Accrued compensation and benefits	60,860	63,467
Accrued interest	10,075	48,769
Customer deposits	17,707	21,277
Deferred revenue	16,617	16,377
Obligation for claim payment	46,902	29,328
Current portion of finance lease liabilities	6,683	12,231
Current portion of operating lease liabilities	15,923	18,349
Current portion of long-term debts	236,775	39,952
Total current liabilities	591,840	454,739
Long-term debt, net of current maturities	1,012,452	1,498,004
Finance lease liabilities, net of current portion	9,156	13,287
Pension liabilities, net	28,383	35,515
Deferred income tax liabilities	11,594	9,569
Long-term income tax liabilities	3,201	2,759
Operating lease liabilities, net of current portion	41,170	56,814
Other long-term liabilities	5,999	13,624
Total liabilities	1,703,795	2,084,311
Commitments and Contingencies (Note 14)
Stockholders' equity (deficit)
Common stock, par value of $0.0001 per share; 1,600,000,000 shares authorized; 267,646,667 shares issued and 265,194,961 shares outstanding at December 31, 2021	37	15
Preferred stock, par value of $0.0001 per share; 20,000,000 shares authorized; 2,778,111 shares issued and outstanding at December 31, 2021	1	1
Additional paid in capital	838,853	446,739
Less: Common stock held in treasury, at cost; 2,451,706 shares at December 31, 2021	(10,949)	(10,949)
Equity-based compensation	56,123	52,183
Accumulated deficit	(1,532,428)	(1,390,038)
Accumulated other comprehensive loss:
Foreign currency translation adjustment	(7,463)	(7,419)
Unrealized pension actuarial losses, net of tax	(10,946)	(17,064)
Total accumulated other comprehensive loss	(18,409)	(24,483)
Total stockholders' deficit	(666,772)	(926,532)	$ (743,040)	$ (241,259)
Total liabilities and stockholders' deficit	$ 1,037,023	$ 1,157,779

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Condensed Consolidated Balance Sheets
Accounts receivable, allowance for doubtful accounts	$ 6,049	$ 5,647
Accumulated depreciation	196,683	$ 193,760
Accumulated depreciation on property, plant and equipment	$ 196,683
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock shares authorized	1,600,000,000	1,600,000,000
Common stock, shares issued	267,646,667	51,693,931
Common stock, shares outstanding	265,194,961	49,242,225
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	2,778,111	3,290,050
Preferred stock, shares outstanding	2,778,111	3,290,050
Common stock held in treasury at cost (in shares)	2,451,706	2,451,706

Condensed Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Condensed Consolidated Statements of Operations
Revenue	$ 294,312	$ 279,229	$ 293,009	$ 300,056	$ 314,109	$ 305,280	$ 307,722	$ 365,451	$ 1,166,606	$ 1,292,562	$ 1,562,337
Cost of revenue (exclusive of depreciation and amortization)	235,697	211,731	209,080	232,587	254,995	234,222	241,788	292,539	889,095	1,023,544	1,224,735
Selling, general and administrative expenses (exclusive of depreciation and amortization)	48,262	43,244	36,390	41,885	45,879	42,837	47,014	50,374	169,781	186,104	198,864
Depreciation and amortization	19,037	19,094	19,420	19,599	25,826	22,095	22,847	23,185	77,150	93,953	100,903
Impairment of goodwill and other intangible assets											349,557
Related party expense	1,992	2,744	2,748	1,707	1,324	1,360	1,146	1,551	9,191	5,381	9,501
Operating profit (loss)	(10,676)	2,416	25,371	4,278	(13,915)	4,766	(5,073)	(2,198)	21,389	(16,420)	(321,223)
Other expense (income), net:
Interest expense, net	40,293	41,757	42,867	43,131	44,238	43,612	44,440	41,588	168,048	173,878	163,449
Debt modification and extinguishment costs (gain), net	11,381	(28,070)			9,589				(16,689)	9,589	1,404
Sundry expense (income), net	801	136	(787)	213	98	(434)	(899)	1,082	363	(153)	969
Other expense (income), net	(768)	366	651	152	10,867	(10,414)	(584)	(34,657)	401	(34,788)	14,429
Net loss before income taxes	(62,383)	(11,773)	(17,360)	(39,218)	(78,707)	(27,998)	(48,030)	(10,211)	(130,734)	(164,946)	(501,474)
Income tax expense	(8,226)	(1,441)	(2,007)	18	(10,144)	(320)	(661)	(2,459)	(11,656)	(13,584)	(7,642)
Net loss	(70,609)	(13,214)	(19,367)	(39,200)	(88,851)	(28,318)	(48,691)	(12,670)	(142,390)	(178,530)	(509,116)
Cumulative dividends for Series A Preferred Stock	(852)	(822)	(798)		(915)	(976)	(858)		(1,576)	(1,309)	(3,309)
Net loss attributable to common stockholders	$ (71,461)	$ (14,036)	$ (20,165)	$ (38,304)	$ (89,766)	$ (29,294)	$ (49,549)	$ (11,230)	$ (143,966)	$ (179,839)	$ (512,425)
Basic (in dollars per share)	$ (0.34)	$ (0.09)	$ (0.33)	$ (0.76)	$ (1.82)	$ (0.60)	$ (1.01)	$ (0.23)	$ (1.22)	$ (3.66)	$ (10.55)
Diluted (in dollars per share)	$ (0.34)	$ (0.09)	$ (0.33)	$ (0.76)	$ (1.82)	$ (0.60)	$ (1.01)	$ (0.23)	$ (1.22)	$ (3.66)	$ (10.55)

Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Condensed Consolidated Statements of Comprehensive Loss
Net loss	$ (142,390)	$ (178,530)	$ (509,116)
Other comprehensive income (loss), net of tax
Foreign currency translation adjustments	(44)	(90)	(906)
Unrealized pension actuarial gains (losses), net of tax	6,118	(9,005)	1,242
Total other comprehensive loss, net of tax	$ (136,316)	$ (187,625)	$ (508,780)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 32: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(B))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 33: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(A))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 34: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8906-108599

Reference 35: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

+ Details

Condensed Consolidated Statements of Stockholders' Deficit - USD ($) $ in Thousands	Common Stock Private Placement	Common Stock At the Market Offering	Common Stock Subscription Agreements	Common Stock	Preferred Stock	Treasury Stock	Additional Paid in Capital Private Placement	Additional Paid in Capital At the Market Offering	Additional Paid in Capital Subscription Agreements	Additional Paid in Capital	Equity-Based Compensation	Foreign Currency Translation Adjustment	Unrealized Pension Actuarial Losses, net of tax	Accumulated Deficit	Private Placement	At the Market Offering	Subscription Agreements	Total
Beginning balance at Dec. 31, 2018				$ 15	$ 1	$ (10,342)				$ 445,452	$ 41,731	$ (6,423)	$ (9,301)	$ (702,392)				$ (241,259)
Beginning balance (in shares) at Dec. 31, 2018				50,047,653	4,569,233	849,728
Increase (Decrease) in Stockholders' Equity (Deficit)
Net loss														(509,116)				(509,116)
Equity-based compensation											7,829							7,829
Foreign currency translation adjustment												(906)						(906)
Net realized pension actuarial gains, net of tax													1,242					1,242
RSU's vested (in shares)				203,494
Common Stock issued for vested RSUs (in shares)				203,494
Withholding of employee taxes on vested RSUs											(223)							(223)
Preferred stock converted to Common Stock (in shares)				112,071	(275,000)
Shares repurchased						$ (607)												(607)
Shares repurchased (in shares)				79,321		(79,321)
Ending balance at Dec. 31, 2019				$ 15	$ 1	$ (10,949)				445,452	49,337	(7,329)	(8,059)	(1,211,508)				(743,040)
Ending balance (in shares) at Dec. 31, 2019				50,283,897	4,294,233	929,049
Increase (Decrease) in Stockholders' Equity (Deficit)
Net loss														(178,530)				(178,530)
Equity-based compensation											2,846							2,846
Foreign currency translation adjustment												(90)						(90)
Net realized pension actuarial gains, net of tax													(9,005)					(9,005)
RSU's vested (in shares)				71,747
Common Stock issued for vested RSUs (in shares)				71,747
Shares returned in connection with the Appraisal Action following repayment of Margin Loan (in shares)				(1,523,578)		1,523,578
Preferred stock converted to Common Stock (in shares)				409,238	(1,004,183)
Settlement gain on related party payable to Ex-Sigma 2										1,287								1,287
Shares Paid for Tax Withholding for Share Based Compensation				921		(921)
Ending balance at Dec. 31, 2020				$ 15	$ 1	$ (10,949)				446,739	52,183	(7,419)	(17,064)	(1,390,038)				(926,532)
Ending balance (in shares) at Dec. 31, 2020				49,242,225	3,290,050	2,451,706
Increase (Decrease) in Stockholders' Equity (Deficit)
Net loss														(142,390)				(142,390)
Equity-based compensation											3,940							3,940
Foreign currency translation adjustment												(44)						(44)
Net realized pension actuarial gains, net of tax													6,118					6,118
Preferred stock converted to Common Stock (in shares)				223,977	(511,939)
Payment for fractional shares on Reverse Stock Split										(14)								$ (14)
Payment for fractional shares on Reverse Stock Split (in shares)				(5,445)
Issuance of Common Stock	$ 1	$ 21					$ 25,079	$ 366,519	$ 530						$ 25,080	$ 366,540	$ 530
Issuance of Common Stock (in shares)	9,731,819	205,598,616	403,769
Shares repurchased (in shares)																		929,049
Ending balance at Dec. 31, 2021				$ 37	$ 1	$ (10,949)				$ 838,853	$ 56,123	$ (7,463)	$ (10,946)	$ (1,532,428)				$ (666,772)
Ending balance (in shares) at Dec. 31, 2021				265,194,961	2,778,111	2,451,706

Condensed Consolidated Statement of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Cash flows from operating activities
Net loss	$ (142,390)	$ (178,530)	$ (509,116)
Adjustments to reconcile net loss
Depreciation and amortization	77,150	93,953	100,903
Original issue discount and debt issuance cost amortization	16,319	15,117	11,777
Debt modification and extinguishment costs (gain), net	(30,613)	8,296	1,049
Impairment of goodwill and other intangible assets			349,557
Provision for doubtful accounts	2,714	422	4,304
Deferred income tax provision	6,649	7,940	1,093
Share-based compensation expense	3,940	2,846	7,827
Unrealized foreign currency losses	173	(414)	(511)
Loss (Gain) on sale of assets	(960)	(43,338)	556
Fair value adjustment for interest rate swap	(125)	(375)	4,337
Change in operating assets and liabilities, net of effect from acquisitions
Accounts receivable	17,438	54,538	4,410
Prepaid expenses and other assets	(1,597)	(1,379)	(4,825)
Accounts payable and accrued liabilities	(61,068)	12,015	(19,588)
Related party payables	1,382	(353)	(14,339)
Additions to outsource contract costs	(546)	(519)	(1,285)
Net cash used in operating activities	(111,534)	(29,781)	(63,851)
Cash flows from investing activities
Purchase of property, plant and equipment	(14,574)	(11,663)	(14,360)
Additions to internally developed software	(1,954)	(3,825)	(6,182)
Cash paid for acquisition, net of cash received		(12,500)	(5,000)
Cash paid for earnouts		(700)
Proceeds from sale of assets	7,267	50,126	360
Net cash provided by (used in) investing activities	(9,261)	21,438	(25,182)
Cash flows from financing activities
Repurchases of Common Stock			(3,480)
Cash paid for equity issuance costs from at the market offerings	(13,423)
Borrowings under factoring arrangement and Securitization Facilities	142,501	297,673	68,283
Principal repayment on borrowings under factoring arrangement and Securitization Facilities	(144,965)	(203,841)	(64,976)
Cash paid for withholding taxes on vested RSUs		(7)	(223)
Lease terminations	(1,303)	(337)	(318)
Cash paid for debt issuance costs	(1,181)	(16,205)	(7)
Principal payments on finance lease obligations	(11,471)	(12,758)	(20,465)
Borrowings from senior secured revolving facility	11,000	29,750	206,500
Repayments on senior secured revolving facility	(55)	(14,200)	(141,500)
Proceeds from issuance of 2026 Notes	3,574
Proceeds from senior secured term loans			29,850
Repayments on senior secured term loan and 2023 Notes as part of debts exchanges	(309,305)
Borrowings from other loans	126,352	29,260	39,153
Cash paid for debt repurchases	(71,184)
Principal repayments on senior secured term loans and other loans	(37,186)	(45,973)	(53,678)
Net cash provided by financing activities	98,651	63,362	59,139
Effect of exchange rates on cash	(105)	1,191	139
Net increase (decrease) in cash and cash equivalents	(22,249)	56,210	(29,755)
Cash, restricted cash, and cash equivalents
Beginning of period	70,309	14,099	43,854
End of period	48,060	70,309	14,099
Supplemental cash flow data:
Income tax payments, net of refunds received	3,765	2,695	7,882
Interest paid	188,802	152,678	144,456
Noncash investing and financing activities:
Assets acquired through right-of-use arrangements	3,270	4,372	10,732
Leasehold improvements funded by lessor	125
Settlement gain on related party payable to Ex-Sigma 2		1,287
Accrued capital expenditures	1,652	$ 2,124	$ 1,402
Private Placement
Cash flows from financing activities
Proceeds from issuance of stocks	25,065
At the Market Offering
Cash flows from financing activities
Proceeds from issuance of stocks	379,963
Subscription Agreements
Cash flows from financing activities
Proceeds from issuance of stocks	$ 269

Description of the Business

12 Months Ended

Dec. 31, 2021

Description of the Business

Description of the Business

1. Description of the Business

Organization

Exela Technologies, Inc. (the “Company” or “Exela”) is a global provider of transaction processing solutions, enterprise information management, document management and digital business process services. The Company provides mission-critical information and transaction processing solutions services to clients across three major industry verticals: (1) Information & Transaction Processing, (2) Healthcare Solutions, and (3) Legal and Loss Prevention Services. The Company manages information and document driven business processes and offers solutions and services to fulfill specialized knowledge-based processing and consulting requirements, enabling clients to concentrate on their core competencies. Through its outsourcing solutions, the Company enables businesses to streamline their internal and external communications and workflows.

The Company was originally incorporated in Delaware on July 15, 2014 as a special purpose acquisition company under the name Quinpario Acquisition Corp 2 (“Quinpario”) for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination involving Quinpario and one or more businesses or entities. On July 12, 2017 (the “Closing”), the Company consummated its business combination with SourceHOV Holdings, Inc. (“SourceHOV”) and Novitex Holdings, Inc. (“Novitex”) pursuant to the Business Combination Agreement, dated February 21, 2017, among the Company, Quinpario Merger Sub I, Inc., Quinpario Merger Sub II, Inc., SourceHOV, Novitex, HOVS LLC, HandsOn Fund 4 I, LLC and Novitex Parent, L.P., as amended (the “Novitex Business Combination”). In connection with the Closing, the Company changed its name from Quinpario Acquisition Corp 2 to Exela Technologies, Inc. Unless the context otherwise requires, the “Company” refers to the combined company and its subsidiaries following the Novitex Business Combination, “Quinpario” refers to the Company prior to the closing of the Novitex Business Combination, “SourceHOV” refers to SourceHOV prior to the Novitex Business Combination or SourceHOV on a standalone basis and “Novitex” refers to Novitex prior to the Novitex Business Combination.

Basis of Presentation and Summary of Significant Accounting Policies (Restated)

12 Months Ended

Dec. 31, 2021

Basis of Presentation and Summary of Significant Accounting Policies (Restated)

Basis of Presentation and Summary of Significant Accounting Policies (Restated)

2. Basis of Presentation and Summary of Significant Accounting Policies (Restated)

The following is a summary of the significant accounting policies consistently applied in the preparation of the accompanying consolidated financial statements.

Basis of Presentation (Restated)

The accompanying consolidated financial statements and related notes to the consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”).

Principles of Consolidation

The accompanying consolidated financial statements and related notes to the consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. In addition, the Company evaluates its relationships with other entities to identify whether they are variable interest entities as defined by the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810-10, Consolidation and whether the Company is the primary beneficiary. Consolidation is required if both of these criteria are met.

The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

Use of Estimates in Preparation of the Financial Statements

Estimates and judgments relied upon in preparing these consolidated financial statements include revenue recognition for multiple element arrangements, allowance for doubtful accounts, income taxes, depreciation, amortization, employee benefits, equity-based compensation, contingencies, goodwill, intangible assets, right of use assets and obligation, pension obligations, pension assets, fair value of assets and liabilities acquired in acquisitions, and asset and liability valuations. The Company regularly assesses these estimates and records changes in estimates in the period in which they become known. The Company bases its estimates on historical experience and various other assumptions that the Company believes to be reasonable under the circumstances. Actual results could differ from those estimates.

Going Concern

In accordance with ASC Subtopic 205-40, Presentation of Financial Statements—Going Concern (“ASC 205-40”), the Company has the responsibility to evaluate whether conditions and/or events raise substantial doubt about its ability to meet its obligations as they become due within one year after the date that the financial statements are issued. As required under ASC 205-40, management’s evaluation should initially not take into consideration the potential mitigating effects of management’s plans that have not been fully implemented as of the date the financial statements are issued. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.

Going Concern Assessment as of March 16, 2022

In performing this evaluation at the original date these financial statements were issued (March 16, 2022), we originally concluded that substantial doubt under the standards of ASC 205-40 did not exist.

Subsequent to the issuance of the original financial statements, we restated our original conclusion and concluded that the following conditions raised substantial doubt about our ability to continue as a going concern as of March 16, 2022: a history of net losses, net operating cash outflows, working capital deficits, significant cash payments for interest on our long-term debt, and a decline in financial performance for the first two months of 2022, in addition to cash obligations related to the remaining payments for the Appraisal Action (described in Note 8) and the True-Up Guaranty described below. Management re-considered the Company’s financial condition and liquidity sources, including funds available, and forecasted future cash flows in light of these obligations due before March 16, 2023.

In connection with the Revolver Exchange Agreement (referred to in Note 22), pursuant to which the Company agreed to exchange $100.0 million of outstanding Revolving Credit Facility (as defined below) for (i) $50.0 million in cash, and (ii) $50.0 million of 2026 Notes (as defined below) (the “Exchange Notes”), and thereby extinguishing all material near-term non-contingent maturities as of the date these financial statements were originally issued, the Company also agreed to make a true up payment to the holders of the Exchange Notes if such holders were to sell their notes at a price below certain agreed thresholds during agreed periods in 2022 beginning after April 15, 2022 (the “True-Up Guaranty”). Following the date these financial statements were originally issued, the Company recognized $17.4 million (the fair value of the true-up obligation as accounted for under ASC 450, Contingencies and ASC 460, Guarantees) as a liability as of March 7, 2022 for the True-Up Guaranty, and if that contingent liability were to settle within one year from March 16, 2022, it would raise substantial doubt about the Company’s ability to continue as a going concern for one year thereafter, when coupled with the other conditions noted in the preceding paragraph.

The Company has undertaken and completed the following plans and actions to improve our available cash balances, liquidity or cash generated from operations:

●

settled Appraisal Action ($40 million having already been paid as of March 16, 2022)

●

completed the Revolver Exchange Agreement (see Note 22);

●

reduced indebtedness by $338.5 million during the year ended December 31, 2021

●

raised proceeds of $128.3 million from the sale of equity and debt during the period of January 1, 2022 to March 16, 2022

Despite these actions, the Company will need to take further action to raise additional funds in the capital markets or otherwise to fund the True-up Guaranty in addition to its other obligations over the one year period from March 16, 2022. In order to access the capital markets, the Company filed or plans to file registration statements providing for the sale of common stock, preferred stock, warrants, debt securities and/or units. Based on the Company’s experience with at-the-market programs and its knowledge of the financial markets, the Company believes that it will be able to raise additional funds from the sale of equity and debt in the future. However, the Company’s ability to obtain additional financing in the debt and equity capital markets is subject to several factors, including market and economic conditions, the Company’s performance and investor sentiment with respect to the Company and its industry and considering these factors are outside of the Company’s control, substantial doubt about the Company’s ability to continue as a going concern exists under the standards of ASC 205-40 as of March 16, 2022. The consolidated financial statements do not include any adjustments to the carrying amounts and classification of assets, liabilities, and reported expenses that may be necessary if the Company were unable to continue as a going concern.

The Company considered if the impact of the delivery of an audit report from our Independent Registered Public Accountants on the consolidated financial statements of the Company as of and for the year-ended December 31, 2021, inclusive of an explanatory paragraph for going concern would have triggered an event of default under the Securitization Facility (as defined below). While the Company believes it would have received a waiver or clarification of this term from the lender or administrative agent, since that Securitization Facility is no longer in existence, this is not practicable. Accordingly, the Company has revised the indebtedness under this no longer existing Securitization Facility to reflect an increase in the Company’s current portion of long-term debt as of December 31, 2021 by $91.9 million, from $144.8 million to $236.7 million. As this was a revision of the classification of debt that is no longer outstanding, was in fact not accelerated by the lender, and has no other practical implications for the Company, we did not adjust these amounts in our consolidated financial statements in our quarterly report for the quarter ended March 31, 2022. If the Company had done so, the Company’s current portion of long-term debt as of March 31, 2022 would have increased by $91.9 million, from $138.7 million to $230.6 million.

We also considered the impact of the delivery of such an audit report to other debt agreements where the lender might purport to have “subjective acceleration” rights, as described in ASC 470. We deemed it reasonably possible, but not probable, that those acceleration rights would be exercised. Accordingly, we did not make any adjustments to the classification of those respective long-term debts. If we had done so, the current portion (as restated) of our long-term debt as of December 31, 2021 would have been increased by $115.0 million, from $236.7 million to $351.7 million.

Going Concern Evaluation as of November 14, 2022

As of the date these restated financial statements were issued (November 14, 2022), considering the continuance of certain of the conditions that raised substantial doubt about our ability to continue as a going concern noted above and the maturities of certain debt instruments within one year from the date the restated financial statements are issued (which maturities were not included in the assessment as of March 16, 2022), the Company concluded that substantial doubt about the Company’s ability to continue as a going concern still exists as of November 14, 2022 under the standards of ASC 205-40.

Impact of COVID-19

The coronavirus pandemic (“COVID-19”) continues to expose our global operations to risks. COVID-19 continues to result in challenging operating environments and has affected almost all of the countries and territories in which we operate. Authorities across the world have implemented measures like travel bans, quarantines, curfews, restrictions on public gatherings, shelter in place orders, business shutdowns and closures to control the spread of COVID-19. These measures, alongside the virus itself, have impacted, and we expect will continue to impact, us, our customers, suppliers and other third parties with whom we do business, as well as the global economy, demand for our services and spending across many sectors, as a whole. While some jurisdictions have now started to implement plans for reopening, there are others which have had to return to restrictions due to increased spread of COVID-19.

The Company is dependent on its workforce to deliver its solutions and services. While we have developed and implemented health and safety protocols, business continuity plans and crisis management protocols in an effort to try to

mitigate the negative impact of COVID-19, restrictions such as shutdowns, social distancing and stay-at-home orders in various jurisdictions have impacted and will continue to impact the Company’s ability to deploy its workforce effectively. Vaccination availability in certain countries is limited and that is resulting in some of our employees not being available. We have been performing and delivering all of our essential services out of our facilities and delivery centers. Most of our customer site employees (onsite) continue to perform the work and take directions from our customers. A part of our non-essential services related workforce has started to operate from offices and delivery centers, but many are still operating in a remote work environment.

Currently we are experiencing minor changes in work types, and this may evolve over the remaining year as customer’s priorities are changing and customers are pushing for more automation. The full impact of the COVID-19 outbreak continues to evolve as of the date of this report and the extent to which COVID-19 will ultimately impact the Company’s business depends upon various dynamic factors which are difficult to reliably predict. Management continues to actively monitor the global situation and its impact on the Company’s financial condition, liquidity, operations, suppliers, industry, and workforce. Overall, in light of the changing nature and continuing uncertainty around the COVID-19 pandemic, our ability to fully estimate the impact of COVID-19 on our results of operations, financial condition, or liquidity in future periods remains limited. Shifts in our customers’ priorities and changes to the transaction types offered are still evolving and the dynamic situation hinders reliable forecasting. The effects of the pandemic on our business are unlikely to be fully realized, or reflected in our financial results, until future periods.

Segment Reporting

The Company consists of the following three segments:

1. Information & Transaction Processing Solutions (“ITPS”). ITPS provides industry-specific solutions for banking and financial services, including lending solutions for mortgages and auto loans, and banking solutions for clearing, anti-money laundering, sanctions, and interbank cross-border settlement; property and casualty insurance solutions for origination, enrollments, claims processing, and benefits administration communications; public sector solutions for income tax processing, benefits administration, and record management; multi-industry solutions for payment processing and reconciliation, integrated receivables and payables management, document logistics and location services, records management and electronic storage of data, documents; and software, hardware, professional services and maintenance related to information and transaction processing automation, among others.

2. Healthcare Solutions (“HS”). HS offerings include revenue cycle solutions, integrated accounts payable and accounts receivable, and information management for both the healthcare payer and provider markets. Payer service offerings include claims processing, claims adjudication and auditing services, enrollment processing and policy management, and scheduling and prescription management. Provider service offerings include medical coding and insurance claim generation, underpayment audit and recovery, and medical records management.

3. Legal and Loss Prevention Services (“LLPS”). LLPS solutions include processing of legal claims for class action and mass action settlement administrations, involving project management support, notification and outreach to claimants, collection, analysis and distribution of settlement funds. Additionally, LLPS provides data and analytical services in the context of litigation consulting, economic and statistical analysis, expert witness services, and revenue recovery services for delinquent accounts receivable.

Cash and Cash Equivalents

Cash and cash equivalents include cash deposited with financial institutions and liquid investments with original maturity dates equal to or less than three months. All bank deposits and money market accounts are considered cash and cash equivalents. The Company holds cash and cash equivalents at major financial institutions, which often exceed Federal Deposit Insurance Corporation insured limits. Historically, the Company has not experienced any losses due to bank depository concentration.

Certificates of deposit and fixed deposits whose original maturity is greater than three months and one year or less are classified as short-term investments, and certificates of deposit and fixed deposits whose maturity is greater than

one year at the balance sheet date are classified as non-current assets in the consolidated balance sheets. The purchase of any certificates of deposit or fixed deposits that are classified as short-term investments or non-current assets appear in the investing section of the consolidated statements of cash flows.

Obligation for Claim Payment

As part of the Company’s legal claims processing service, the Company holds cash for various settlement funds. Some of the cash is used to pay tax obligations and other liabilities of the settlement funds. The Company has recorded a liability for the settlement funds received, which is included in Obligation for claim payment in the consolidated balance sheets, of $46.9 million and $29.3 million at December 31, 2021 and 2020, respectively.

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable are carried at the original invoice amount less an estimate made for doubtful accounts. Revenue that has been earned but remains unbilled at the end of the period is recorded as a component of accounts receivable, net. The Company specifically analyzes accounts receivable and historical bad debts, customer credit-worthiness, current economic trends, and changes in customer payment terms and collection trends when evaluating the adequacy of its allowance for doubtful accounts. The Company writes off accounts receivable balances against the allowance for doubtful accounts, net of any amounts recorded in deferred revenue, when it becomes probable that the receivable will not be collected.

Inventories

Our inventories primarily include heavy-duty scanners and related parts, toner, paper stock, envelopes and postage supplies. Inventories are stated at the lower of cost or net realizable values and include the cost of raw materials, labor, and purchased subassemblies. Cost is determined using the weighted average method.

Property, Plant and Equipment

Property, plant, and equipment are recorded at cost less accumulated depreciation. Depreciation is computed using the straight-line method (which approximates the use of the assets) over the estimated useful lives of the assets. When these assets are sold or otherwise disposed of, the asset and related depreciation is relieved, and any gain or loss is included in the consolidated statements of operations for the period of sale or disposal. Leasehold improvements are amortized over the lease term or the useful life of the asset, whichever is shorter. Repair and maintenance costs are expensed as incurred.

Intangible Assets

Customer Relationships

Customer relationship intangible assets represent customer contracts and relationships obtained as part of acquired businesses. Customer relationship values are estimated by evaluating various factors including historical attrition rates, contractual provisions and customer growth rates, among others. The estimated average useful lives of customer relationships range from 4 to 16 years depending on facts and circumstances. These intangible assets are primarily amortized based on undiscounted cash flows. The Company evaluates the remaining useful life of intangible assets on an annual basis to determine whether events and circumstances warrant a revision to the remaining useful life.

Trade Names

The Company has determined that its trade name intangible assets are indefinite-lived assets and therefore are not subject to amortization. Trade names are tested for impairment as per the Company’s policy for impairment of indefinite-lived assets.

Trademarks

The Company has determined that its trademark intangible assets resulting from acquisitions are definite-lived assets and therefore are subject to amortization. The Company amortizes such trademarks on a straight-line basis over the estimated useful life, which is typically one year. As of December 31, 2021 these trademarks were fully amortized.

Developed Technology

The Company has acquired various developed technologies embedded in its technology platform. Developed technology is an integral asset to the Company in providing solutions to customers and is recorded as an intangible asset. The Company amortizes developed technology on a straight-line basis over the estimated useful life, which is typically 5 to 8.5 years.

Capitalized Software Costs

The Company capitalizes certain costs incurred to develop software products to be sold, leased or otherwise marketed after establishing technological feasibility in accordance with ASC section 985-20, Software—Costs of Software to Be Sold, Leased, or Marketed, and the Company capitalizes costs to develop or purchase internal-use software in accordance with ASC section 350-40, Intangibles—Goodwill and Other— Internal-Use Software. Significant estimates and assumptions include determining the appropriate period over which to amortize the capitalized costs based on estimated useful lives and estimating the marketability of the commercial software products and related future revenues. The Company amortizes capitalized software costs on a straight-line basis over the estimated useful life, which is typically 3 to 5 years.

Outsourced Contract Costs

Costs of outsourcing contracts, including costs incurred for bid and proposal activities, are generally expensed as incurred. However, certain costs incurred upon initiation of an outsourcing contract are deferred and expensed on a straight-line basis over the estimated contract term. These costs represent incremental external costs or certain specific internal costs that are directly related to the contract acquisition or fulfillment activities and can be separated into two principal categories: contract commissions and set-up/fulfillment costs. Contract fulfillment costs are capitalized only if they are directly attributable to a specifically anticipated future contract; represent the enhancement of resources that will be used in satisfying a future performance obligation (the services under the anticipated contract); and are expected to be recovered.

Non-compete Agreements

The Company acquired certain non-compete agreements in connection with the Novitex Business Combination. These were related to four Novitex executives that were terminated following the acquisition. As of December 31, 2021 these agreements were fully amortized.

Assembled Workforce

The Company acquired an assembled workforce in an asset purchase transaction in the fourth quarter of 2018. The Company recognized an intangible asset for the acquired assembled workforce and amortizes the asset on a straight-line basis over the estimated useful life of four years.

Impairment of Indefinite-Lived Assets

The Company conducts its annual indefinite-lived assets impairment tests on October 1^st of each year for its indefinite-lived assets, or more frequently if indicators of impairment exist. When performing the impairment test, the Company has the option of performing a qualitative or quantitative assessment to determine if an impairment has occurred. A quantitative assessment requires comparison of fair value of the asset to its carrying value. If carrying value of the indefinite-lived assets exceeds fair value, the Company recognizes an impairment loss by an amount which is

equal to the excess of carrying value over fair value. The Company utilizes the Income Approach, specifically the Relief-from-Royalty method, which has the basic tenet that a user of that intangible asset would have to make a stream of payments to the owner of the asset in return for the rights to use that asset. Refer to Note 9- Intangible Assets and Goodwill for additional discussion of impairment of trade names.

Impairment of Long-Lived Assets

The Company reviews the recoverability of its long-lived assets, including finite-lived trade names, trademarks, customer relationships, developed technology, capitalized software costs, outsourced contract costs, acquired software, workforce, and property, plant and equipment, when events or changes in circumstances occur that indicate that the carrying value of the asset may not be recoverable. The assessment of possible impairment is based on the ability to recover the carrying value of the asset from the expected future cash flows (undiscounted and without interest charges) of the related operations. If these cash flows are less than the carrying value of such asset, an impairment loss is recognized for the difference between estimated fair value and carrying value. The primary measure of fair value is based on discounted cash flows based in part on the financial results and the expectation of future performance.

The Company did not record any material impairment related to its property, plant, and equipment, customer relationships, trademarks, developed technology, capitalized software cost, assembled workforce or outsourced contract costs for the years ended December 31, 2021, 2020, and 2019.

Goodwill

Goodwill represents the excess purchase price over tangible and intangible assets acquired less liabilities assumed arising from business combinations. Goodwill is generally allocated to reporting units based upon relative fair value (taking into consideration other factors such as synergies) when an acquired business is integrated into multiple reporting units. The Company’s reporting units are at the operating segment level, for which discrete financial information is prepared and regularly reviewed by management. When a business within a reporting unit is disposed of, goodwill is allocated to the disposed business using the relative fair value method.

The Company conducts its annual goodwill impairment tests on October 1^st of each year, or more frequently if indicators of impairment exist. When performing the annual impairment test, the Company has the option of performing a qualitative or quantitative assessment to determine if an impairment has occurred. If a qualitative assessment indicates that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, the Company would be required to perform a quantitative impairment analysis for goodwill. The quantitative analysis requires a comparison of fair value of the reporting unit to its carrying value, including goodwill. If the carrying value of the reporting unit exceeds its fair value, an impairment loss is recognized in an amount equal to that excess, limited to the total amount of goodwill allocated to that reporting unit. The Company uses a combination of the Guideline Public Company Method of the Market Approach and the Discounted Cash Flow Method of the Income Approach to determine the reporting unit fair value. Refer to Note 9- Intangible Assets and Goodwill for additional discussion of impairment of goodwill.

Derivative Instruments and Hedging Activities

As required by ASC 815—Derivatives and Hedging, the Company records all derivatives on the balance sheet at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.

The Company’s objective in using interest rate derivatives was to manage its exposure to variable interest rates related to its term loans under the Credit Agreement. In order to accomplish this objective, in November 2017, the

Company entered into a three year, one-month LIBOR interest rate contract with a notional amount of $347.8 million, which at the time was the remaining principal balance of such term loans. The swap contract swapped out the floating rate interest risk related to the LIBOR with a fixed interest rate of 1.9275% paid semi-annually starting January 12, 2018.

There is no open swap position as of December 31, 2021 as the existing interest rate swap contract expired in January 2021. The following table summarizes the Company’s interest rate swap positions as of December 31, 2020:


		December 31, 2020
Effective	Maturity	(In Millions)		Weighted Average
date	date	Notional Amount		Interest Rate
1/12/2018	1/12/2021	$	328.1	1.9275	%

The interest rate swap, which was used to manage the Company’s exposure to interest rate movements and other identified risks, was not designated as a hedge. As such, the change in the fair value of the derivative was recorded directly in other income (expense), net. Other income (expense), net includes a gain of $0.1 million and $0.4 million related to the change in fair value of the interest rate swap for the years ended December 31, 2021 and 2020, respectively. The fair value of the interest rate swap was recorded in the accrued liabilities on the consolidated balance sheet.

Benefit Plan Accruals

The Company has defined benefit plans in the U.K and Germany, under which participants earn a retirement benefit based upon a formula set forth in the respective plans. The Company records annual amounts relating to its pension plans based on calculations that incorporate various actuarial and other assumptions, including discount rates, mortality, assumed rates of return, and compensation increases. The Company reviews its assumptions on an annual basis and makes modifications to the assumptions based on current rates and trends when it is appropriate to do so.

Leases

The Company determines if a contract is, or contains, a lease at contract inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, current portion of operating lease liabilities and operating lease liabilities, net of current portion in the Company’s consolidated balance sheet. Finance leases are included in property, plant and equipment, current portion of finance lease liabilities and finance lease liabilities, net of current portion in the Company’s consolidated balance sheet.

ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. In addition, ROU assets include initial direct costs incurred by the lessee as well as any lease payments made at or before the commencement date, and exclude lease incentives. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. We use the implicit rate when readily determinable. Lease terms include options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Leases with a term of one year or less are not recorded on the balance sheet.

Finance lease ROU assets are amortized over the lease term or the useful life of the asset, whichever is shorter. The amortization of finance lease ROU assets is recorded in depreciation expense in the consolidated statements of operations. For operating leases, we recognize expense for lease payments on a straight-line basis over the lease term.

Stock-Based Compensation

The Company accounts for all equity-classified awards under stock-based compensation plans at their “fair value”. This fair value is measured at the fair value of the awards at the grant date and recognized as compensation

expense on a straight-line basis over the vesting period. The fair value of the awards on the grant date is determined using the stock price on the respective grand date in the case of restricted stock units and using an option pricing model in the case of stock options. The expense resulting from share-based payments is recorded in Selling, general and administrative expense in the accompanying consolidated statements of operations.

Revenue Recognition

We account for revenue in accordance with ASC 606, Revenue from Contracts with Customers. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC 606. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or providing services. The contract transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. All of our material sources of revenue are derived from contracts with customers, primarily relating to the provision of business and transaction processing services within each of our segments. We do not have any significant extended payment terms, as payment is received shortly after goods are delivered or services are provided.

Nature of Services

Our primary performance obligations are to stand ready to provide various forms of business processing services, consisting of a series of distinct services that are substantially the same and have the same pattern of transfer over time, and accordingly are combined into a single performance obligation. Our promise to our customers is typically to perform an unknown or unspecified quantity of tasks and the consideration received is contingent upon the customers’ use (i.e., number of transactions processed, requests fulfilled, etc.); as such, the total transaction price is variable. We allocate the variable fees to the single performance obligation charged to the distinct service period in which we have the contractual right to bill under the contract.

Disaggregation of Revenues

The following tables disaggregate revenue from contracts by geographic region and by segment for the years ended December 31, 2021, 2020, and 2019:


	Year Ended December 31,
	2021								2020								2019
		ITPS		HS		LLPS		Total		ITPS		HS		LLPS		Total		ITPS		HS		LLPS		Total
U.S.A.	$	649,505	$	217,839	$	74,641	$	941,985	$	769,487	$	219,047	$	68,472	$	1,057,006	$	958,625	$	256,721	$	71,332	$	1,286,678
EMEA		205,772		—		—		205,772		213,418		—		—		213,418		248,466		—		—		248,466
Other		18,849		—		—		18,849		22,138		—		—		22,138		27,193		—		—		27,193
Total	$	874,126	$	217,839	$	74,641	$	1,166,606	$	1,005,043	$	219,047	$	68,472	$	1,292,562	$	1,234,284	$	256,721	$	71,332	$	1,562,337

Contract Balances

The following table presents contract assets, contract liabilities and contract costs recognized at December 31, 2021 and 2020:


	December 31,		December 31,
	2021		2020
Accounts receivable, net	$	184,102	$	206,868
Deferred revenues		17,518		16,919
Customer deposits		17,707		21,277
Costs to obtain and fulfill a contract		2,328		3,295

Accounts receivable, net includes $22.6 million and $23.2 million as of December 31, 2021 and 2020, respectively, representing amounts not billed to customers. We have accrued the unbilled receivables for work performed in accordance with the terms of contracts with customers.

Deferred revenues relate to payments received in advance of performance under a contract. A significant portion of this balance relates to maintenance contracts or other service contracts where we received payments for upfront conversions or implementation activities which do not transfer a service to the customer but rather are used in fulfilling the related performance obligations that transfer over time. The advance consideration received from customers is deferred over the contract term. We recognized revenue of $17.2 million during the year ended December 31, 2021 that had been deferred as of December 31, 2020.

Costs incurred to obtain and fulfill contracts are deferred and presented as part of intangible assets, net and expensed on a straight-line basis over the estimated benefit period. We recognized $1.5 million and $2.4 million of amortization for these costs in 2021 and 2020, respectively, within depreciation and amortization expense. These costs represent incremental external costs or certain specific internal costs that are directly related to the contract acquisition or fulfillment and can be separated into two principal categories: contract commissions and fulfillment costs. Applying the practical expedient in ASC 340-40-25-4, we recognize the incremental costs of obtaining contracts as an expense when incurred if the amortization period would have been one year or less. These costs are included in Selling, general and administrative expenses. The effect of applying this practical expedient was not material.

Customer deposits consist primarily of amounts received from customers in advance for postage. These advanced postage deposits are used to cover the costs associated with postage, with the corresponding postage revenue being recognized as services are performed.

Performance Obligations

At the inception of each contract, we assess the goods and services promised in our contracts and identify each distinct performance obligation. The majority of our contracts have a single performance obligation, as the promise to transfer the individual goods or services is not separately identifiable from other promises in the contracts. For the majority of our business and transaction processing service contracts, revenues are recognized as services are provided based on an appropriate input or output method, typically based on the related labor or transactional volumes.

Certain of our contracts have multiple performance obligations, including contracts that combine software implementation services with post-implementation customer support. For contracts with multiple performance obligations, we allocate the contract’s transaction price to each performance obligation using our best estimate of the standalone selling price of each distinct good or service in the contract. The primary method used to estimate standalone selling price is the expected cost plus a margin approach, under which we estimate our expected costs of satisfying a performance obligation and add an appropriate margin for that distinct good or service. We also use the adjusted market approach whereby we estimate the price that customers in the market would be willing to pay. In assessing whether to allocate variable consideration to a specific part of the contract, we consider the nature of the variable payment and whether it relates specifically to its efforts to satisfy a specific part of the contract. Certain of our software implementation performance obligations are satisfied at a point in time, typically when customer acceptance is obtained.

When evaluating the transaction price, we analyze, on a contract-by-contract basis, all applicable variable consideration. The nature of our contracts gives rise to variable consideration, including volume discounts, contract penalties, and other similar items that generally decrease the transaction price. We estimate these amounts based on the expected amount to be provided to customers and reduce revenues recognized. We do not anticipate significant changes to our estimates of variable consideration.

We include reimbursements from customers, such as postage costs, in revenue, while the related costs are included in cost of revenue.

Transaction Price Allocated to the Remaining Performance Obligations

In accordance with optional exemptions available under ASC 606, we did not disclose the value of unsatisfied performance obligations for (a) contracts with an original expected length of one year or less, and (b) contracts for which variable consideration relates entirely to an unsatisfied performance obligation, which comprise the majority of our contracts. We have certain non-cancellable contracts where we receive a fixed monthly fee in exchange for a series of

distinct services that are substantially the same and have the same pattern of transfer over time, with the corresponding remaining performance obligations as of December 31, 2021 in each of the future periods below:


Estimated Remaining Fixed Consideration for Unsatisfied Performance Obligations

2022	$	42,700
2023		35,449
2024		31,126
2025		28,316
2026		570
2027 and thereafter		—
Total	$	138,161

Research and Development

Research and development costs are expensed as incurred. Research and development costs expensed for the years ended December 31, 2021, 2020, and 2019 were $1.3 million, $1.1 million, and $1.7 million, respectively.

Advertising

Advertising costs are expensed as incurred. Advertising expense for the years ended December 31, 2021, 2020, and 2019, were $0.4 million, $0.7 million, and $1.1 million, respectively.

Income Taxes

The Company accounts for income taxes by using the asset and liability method. The Company accounts for income taxes regarding uncertain tax positions and recognized interest and penalties related to uncertain tax positions in income tax benefit/(expense) in the consolidated statements of operations.

Deferred income taxes are recognized on the tax consequences of temporary differences by applying enacted statutory tax rates applicable in future years to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities, as determined under tax laws and rates. A valuation allowance is provided when it is more likely than not that all or some portion of the deferred tax assets will not be realized. Due to numerous ownership changes, the Company is subject to limitations on existing net operating losses under Section 382 of the Internal Revenue Code (the “Code”). Accordingly, valuation allowances have been established against a portion of the net operating losses to reflect estimated Section 382 limitations. The Company also considered the realizability of net operating losses not limited by Section 382. The Company did not consider future book income as a source of taxable income when assessing if a portion of the deferred tax assets are more likely than not to be realized. However, scheduling the reversal of existing deferred tax liabilities indicated that a portion of the deferred tax assets are likely to be realized. Therefore, partial valuation allowances were established against a portion of the Company’s deferred tax assets. In the event the Company determines that it would be able to realize deferred tax assets that have valuation allowances established, an adjustment to the net deferred tax assets would be recognized as a component of income tax expense through continuing operations.

The Company engages in transactions (i.e. acquisitions) in which the tax consequences may be subject to uncertainty and examination by the varying taxing authorities. Therefore, judgment is required by the Company in assessing and estimating the tax consequences of these transactions. While the Company’s tax returns are prepared and based on the Company’s interpretation of tax laws and regulations, in the normal course of business the tax returns are subject to examination by the various taxing authorities. Such examinations may result in future assessments of additional tax, interest and penalties. For purposes of the Company’s income tax provision, a tax benefit is not recognized if the tax position is not more likely than not to be sustained based solely on its technical merits. Considerable judgment is involved in determining which tax positions are more likely than not to be sustained. Refer to Note 12 – Income Taxes for further information.

Loss Contingencies

The Company reviews the status of each significant matter, if any, and assesses its potential financial exposure considering all available information including, but not limited to, the impact of negotiations, settlements, rulings, advice of legal counsel and other updated information and events pertaining to a particular matter. If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, the Company accrues a liability for the estimated loss. Judgment is required in both the determination of probability and the determination as to whether an exposure is reasonably estimable. Because of uncertainties related to loss contingencies, accruals are based on the best information available at the time. As additional information becomes available, the Company reassesses the potential liability related to its pending claims and litigation, and may revise its estimates. These revisions in the estimates of the potential liabilities could have a material impact on the results of operations and financial position of the Company. The Company’s liabilities exclude any estimates for legal costs not yet incurred associated with handling these matters.

Operations

A portion of the Company’s labor and operations is situated outside of the United States in India and other locations. The carrying value of long-lived assets that are situated outside of the United States is approximately $26.8 million and $31.2 million as of December 31, 2021 and 2020, respectively.

Foreign Currency Translation

The functional currency for the Company’s production operations located in India, Philippines, China, and Mexico is the United States dollar. Included in other expense as Sundry expense (income), net in the consolidated statements of operations are net exchange loss of $0.2 million for the year ended December 31, 2021and net exchange gain of $0.4 million and $0.5 million for the years ended December 31, 2020 and 2019, respectively.

The Company has determined all other international subsidiaries’ functional currency is the local currency. These assets and liabilities are translated at exchange rates in effect at the balance sheet date while income and expense amounts are translated at average exchange rates during the period. The resulting foreign currency translation adjustments are disclosed as a separate component of other comprehensive loss.

Beneficial Conversion Feature

The Company’s Series A Perpetual Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”) contains a beneficial conversion feature, which arises when a debt or equity security is issued with an embedded conversion option that is beneficial to the investor or in the money at inception because the conversion option has an effective strike price that is less than the market price of the underlying stock at the commitment date. The Company recognized the beneficial conversion feature by allocating the intrinsic value of the conversion option, which is the number of shares of Common Stock available upon conversion multiplied by the difference between the effective conversion price per share and the fair value of Common Stock per share on the commitment date, to additional paid-in capital, resulting in a discount on the Series A Preferred Stock. As a result of the occurrence of events meeting the definition of a “Fundamental Change” as defined in the Certificate of Designations, Preferences, Rights and Limitations of Series A Perpetual Convertible Preferred Stock of the Company during the period, the Company recognized the entire dividend equivalent of $16.4 million as of December 31, 2017. There was no dividend equivalent recognized in 2019, 2020 and 2021.

Net Loss per Share

Earnings per share (“EPS”) is computed by dividing net loss available to holders of the Company’s issued and outstanding shares of common stock, par value $0.0001 per share (“Common Stock”) by the weighted average number of shares of Common Stock outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted EPS gives effect to the potential dilution that could occur if securities or other contracts to issue Common Stock were exercised or converted into Common Stock, using the more dilutive of the two-class method and if-converted

method in periods of earnings. The two class method is an earnings allocation method that determines earnings per share (when there are earnings) for Common Stock and participating securities. The if-converted method assumes all convertible securities are converted into Common Stock. Diluted EPS excludes all dilutive potential shares of Common Stock if their effect is anti-dilutive.

As the Company experienced net losses for the periods presented, the impact of the Company’s Series A Convertible Preferred Stock (“Series A Preferred Stock”) was calculated using the if-converted method. As of December 31, 2021, the outstanding shares of the Company’s Series A Preferred Stock, if converted would have resulted in an additional 1,309,187 shares of Common Stock outstanding, however, they were not included in the computation of diluted loss per share as their effects were anti-dilutive.

The Company was originally incorporated as a special purpose acquisition company under the name Quinpario Acquisition Corp 2 (“Quinpario”), which changed its name to Exela Technologies, Inc. in July 2017. The Company has not included the effect of 35,000,000 warrants sold in the Quinpario Initial Public Offering (“IPO”) or the effect of the aggregate number of shares issuable pursuant to outstanding restricted stock units, performance units and options of 11,314,307, 1,662,155 and 1,749,002, respectively in the calculation of diluted loss per share for the years ended December 31, 2021, 2020 and 2019 as their effects were anti-dilutive (i.e. reduces the net loss per share).

The components of basic and diluted EPS are as follows. All shares and per share amounts for the years 2020 and 2019 have been adjusted for a one share-for-three shares reverse stock split which took effect on January 26, 2021:


	Year Ended December 31,
	2021		2020		2019
Net loss attributable to common stockholders (A)	$	(143,966)	$	(179,839)	$	(512,425)
Weighted average common shares outstanding – basic and diluted (B)		118,001,162		49,144,429		48,572,979
Loss Per Share:
Basic and diluted (A/B)	$	(1.22)	$	(3.66)	$	(10.55)

The weighted average common shares outstanding – basic and diluted, in the table above, exclude in each case the 1,523,578 shares returned to the Company in the first quarter of 2020 in connection with the Appraisal Action (as defined and described further in Note 14 below) which became treasury stock, but which were included in the number of shares of Common Stock outstanding as of December 31, 2019.

Business Combinations

The Company includes the results of operations of the businesses acquired as of the respective dates of acquisition. The Company allocates the fair value of the purchase price of acquisitions to the assets acquired and liabilities assumed based on their estimated fair values. The excess of the fair value of the purchase price over the fair values of these identifiable assets and liabilities is recorded as goodwill.

Fair Value Measurements

The Company records the fair value of assets and liabilities in accordance with ASC 820, Fair Value Measurement (“ASC 820”). ASC 820 defines fair value as the price received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity.

In addition to defining fair value, ASC 820 expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is

reported in one of the three levels, which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

Level 1 — quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2 — quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument.

Level 3 — unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability at fair value.

Refer to Note 15 — Fair Value Measurement for further discussion.

Concentration of Credit Risk

Financial instruments that potentially subject the Company to concentration of credit risk consist primarily of cash and cash equivalents and trade receivables. The Company maintains its cash and cash equivalents and certain other financial instruments with highly rated financial institutions and limits the amount of credit exposure with any one financial institution. From time to time, the Company assesses the credit worthiness of its customers. Credit risk on trade receivables is minimized because of the large number of entities comprising the Company’s client base and their dispersion across many industries and geographic areas. The Company generally has not experienced any material losses related to receivables from any individual customer or groups of customers. The Company does not require collateral. Due to these factors, no additional credit risk beyond amounts provided for collection losses is believed by management to be probable in the Company’s accounts receivable, net. The Company does not have any significant customers that account for 10% or more of the total consolidated revenues.

Recently Adopted Accounting Pronouncements

Effective January 1, 2021, the Company adopted Accounting Standards Update (“ASU”) no. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. This ASU simplifies the accounting for income taxes by eliminating some exceptions to the general approach in ASC 740, Income Taxes, for recognizing deferred taxes for investments, performing intraperiod allocation and calculating income taxes in interim periods. The ASU adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for tax goodwill and allocating taxes to members of a consolidated group. It also clarifies certain aspects of the existing guidance to promote more consistent application, among other things. The adoption had no material impact on the Company’s consolidated results of operations, cash flows, financial position or disclosures.

Recently Issued Accounting Pronouncements

In October 2021, the FASB issued ASU no. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. The ASU amends ASC 805 to add contract assets and contract liabilities to the list of exceptions to the recognition and measurement principles that apply to business combinations and to require that an entity (acquirer) recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606. While primarily related to contract assets and contract liabilities that were accounted for by the acquiree in accordance with ASC 606, the amendments also apply to contract assets and contract liabilities from other contracts to which the provisions of Topic 606 apply, such as contract liabilities from the sale of nonfinancial assets within the scope of Subtopic 610-20. The ASU should be applied prospectively and is effective for the Company for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact that adopting this standard will have on the consolidated financial statements.

In July 2021, the FASB issued ASU no. 2021-05, Leases (Topic 842): Lessors — Certain Leases with Variable Lease Payments. The ASU requires a lessor to classify a lease with variable lease payments that do not depend on an

index or rate as an operating lease on the commencement date of the lease if specified criteria are met. The ASU is applied prospectively and is effective for the Company for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact that adopting this standard will have on the consolidated financial statements.

In May 2021, the FASB issued ASU no. 2021-04, Earnings Per Share (Topic 260), Debt — Modifications and Extinguishments (Subtopic 470-50), Compensation — Stock Compensation (Topic 718), and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options (a consensus of the Emerging Issues Task Force). The ASU requires issuers to account for modifications or exchanges of freestanding equity-classified written call options that remain equity classified after the modification or exchange based on the economic substance of the modification or exchange. Under the ASU, an issuer determines the accounting for the modification or exchange based on whether the transaction was done to issue equity, to issue or modify debt, or for other reasons. The ASU is applied prospectively and is effective for the Company for fiscal years beginning after December 15, 2021, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact that adopting this standard will have on the consolidated financial statements.

In August 2020, the FASB issued ASU no. 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The ASU eliminates two models in ASC 470-20 for convertible instruments that require separate accounting for embedded conversion features namely cash conversion model and beneficial conversion feature model. The guidance also requires entities to use the if-converted method for all convertible instruments in the diluted earnings per share calculation and include the effect of share settlement for instruments that may be settled in cash or shares. The ASU is effective for the Company for fiscal years beginning after December 15, 2021, including interim periods therein. Early adoption is permitted. The Company is currently evaluating the impact that adopting this standard will have on the consolidated financial statements.

In June 2016, the FASB issued ASU no. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, to replace the incurred loss impairment methodology under current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The Company will be required to use a forward-looking expected credit loss model for accounts receivables, loans, and other financial instruments. This ASU along with related additional clarificatory guidance in the ASU No. 2019-05, “Financial Instruments—Credit Losses (Topic 326)” and ASU No. 2019-11, “Codification Improvements to Topic 326, Financial Instruments—Credit Losses”, is effective for the Company for fiscal years beginning after December 15, 2022, and interim periods within those fiscal years. Adoption of the standard will be applied using a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date. The Company is currently evaluating the impact that adopting this standard will have on the consolidated financial statements.

Sale of Non-Core Assets

12 Months Ended

Dec. 31, 2021

Sale of Non-Core Assets

Sale of Non-Core Assets

3. Sale of Non-Core Assets

On March 16, 2020, the Company and its indirect wholly owned subsidiaries, Merco Holdings, LLC and SourceHOV Tax, LLC entered into a Membership Interest Purchase Agreement with Gainline Source Intermediate Holdings LLC at which time Gainline Source Intermediate Holdings LLC acquired all of the outstanding membership interests of SourceHov Tax, LLC for $40.0 million subject to adjustment as set forth in the purchase agreement. The Company recognized a gain of $35.5 million on the sale of SourceHOV Tax, LLC during the first quarter of 2020. The gain on sale of SourceHOV Tax, LLC is included in Other expense (income), net in the consolidated statements of operations for the year ended December 31, 2020.

On July 22, 2020, the Company completed the sale of its physical records storage and logistics business for a purchase price of $12.3 million. The Company recognized a gain of $8.7 million on the sale of physical records storage and logistics business during the third quarter of 2020. The gain on sale of physical records storage and logistics business is included in Other expense (income), net in the consolidated statements of operations for the year ended December 31, 2020.

Inventories

12 Months Ended

Dec. 31, 2021

Inventories

Inventories

4. Inventories

Inventories, net consist of the following:


	December 31,
	2021		2020
Work in process	$	973	$	961
Finished goods		11,480		12,312
Supplies and parts		7,028		5,473
Less: Allowance for obsolescence		(4,266)		(4,432)
		15,215		14,314

Accounts Receivable

12 Months Ended

Dec. 31, 2021

Accounts Receivable.

Accounts Receivable

5. Accounts Receivable

Accounts receivable, net consist of the following:


	December 31,
	2021		2020
Billed receivables	$	160,407	$	179,696
Unbilled receivables		22,570		23,210
Other		7,174		9,609
Less: Allowance for doubtful accounts		(6,049)		(5,647)
	$	184,102	$	206,868

Unbilled receivables represent balances recognized as revenue that have not been billed to the customer. The Company’s allowance for doubtful accounts is based on a policy developed by historical experience and management judgment. Adjustments to the allowance for doubtful accounts may occur based on market conditions or specific client circumstances.

Prepaid Expenses and Other Current Assets

12 Months Ended

Dec. 31, 2021

Prepaid Expenses and Other Current Assets

Prepaid Expenses and Other Current Assets

6. Prepaid Expenses and Other Current Assets

Prepaid expenses and other current assets consist of the following:


	December 31,
	2021		2020
Prepaids	$	22,880	$	30,459
Deposits		8,919		632
	$	31,799	$	31,091

Leases

12 Months Ended

Dec. 31, 2021

Leases

Leases

7. Leases

The Company leases numerous facilities worldwide with larger concentrations of space in Texas, Michigan, Connecticut, California, India, Mexico, the Philippines, and China. The Company’s facilities house general offices, sales offices, service locations, and production facilities. Substantially all of the Company’s operations facilities are leased under long-term leases with varying expiration dates, except for the few owned locations. The Company regular obtains various machinery, equipment, vehicles and furniture on leases. The machinery and equipment leases mainly include leasing of computers, servers, other IT equipment, mailing system, production equipment, generators, office equipment, printers, copiers and miscellaneous warehouse equipment.

The Company’s ROU assets and lease liabilities as of December 31, 2021 and 2020 recorded on the consolidated balance sheet are as follows:


	December 31,		December 31,
	2021		2020
Balance sheet location:
Operating Lease
Operating lease right-of-use assets, net	$	53,937	$	68,861
Current portion of operating lease liabilities		15,923		18,349
Operating lease liabilities, net of current portion		41,170		56,814
Finance Lease
Finance lease right-of-use assets, net (included in property, plant and equipment, net)		8,918		17,164
Current portion of finance lease liabilities		6,683		12,231
Finance lease liabilities, net of current portion		9,156		13,287

Supplemental balance sheet information related to leases is as follows:


	December 31,		December 31,
	2021		2020
Weighted-average remaining lease term
Operating leases		4.3 Years		4.8 Years
Finance leases		2.4 Years		3.7 Years

Weighted-average discount rate
Operating leases		13.1%		11.9%
Finance leases		12.4%		10.7%

The interest on financing lease liabilities was $2.3 million and $2.6 million for the year ended December 31, 2021 and 2020, respectively. The amortization expense on finance lease right-of-use assets was $9.1 million and $12.8 million for the year ended December 31, 2021 and 2020, respectively.

Maturities of finance and operating lease liabilities based on lease term for the next five years are as follows:



	Finance		Operating
	Leases		Leases
2022	$	8,288	$	22,028
2023		4,581		16,468
2024		3,902		12,813
2025		2,065		8,862
2026		203		7,073
2027 and thereafter		—		8,083
Total lease payments		19,039		75,327
Less: Imputed interest		(3,200)		(18,234)
Present value of lease liabilities	$	15,839	$	57,093

Consolidated rental expense for all operating leases was $51.8 million, $69.1 million, and $77.3 million for the years ended December 31, 2021, 2020, and 2019, respectively.

The following table summarizes the cash paid and related right-of-use operating finance or operating lease recognized for the years ended December 31, 2021 and 2020.



	Year Ended		Year Ended
	December 31, 2021		December 31, 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	25,950	$	34,193
Financing cash flows from finance leases		11,471		12,925
Right-of-use lease assets obtained in the exchange for lease liabilities:
Operating leases		6,507		23,644
Finance leases		3,270		4,372

Property, Plant and Equipment, Net

12 Months Ended

Dec. 31, 2021

Property, Plant and Equipment, Net

Property, Plant and Equipment, Net

8. Property, Plant and Equipment, Net

Property, plant, and equipment, which include assets recorded under finance leases, are stated at cost less accumulated depreciation, and amortization, and consist of the following:



	Estimated Useful Lives	December 31,
	(in Years)	2021		2020
Land	N/A	$	6,688	$	6,903
Buildings and improvements	7 – 40		20,268		20,688
Leasehold improvements	Shorter of life of improvement or lease term		36,289		39,797
Vehicles	5 – 7		311		337
Machinery and equipment	5 – 15		26,346		22,991
Computer equipment and software	3 – 8		102,746		99,434
Furniture and fixtures	5 – 15		8,478		8,599
Finance lease right-of-use assets	Shorter of life of the asset or lease term		69,006		82,862
			270,132		281,611
Less: Accumulated depreciation and amortization			(196,683)		(193,760)
Property, plant and equipment, net		$	73,449	$	87,851

Depreciation expense related to property, plant and equipment was $26.7 million, $39.2 million, and $41.4 million for the years ended December 31, 2021, 2020, and 2019, respectively.

Intangible Assets and Goodwill

12 Months Ended

Dec. 31, 2021

Intangible Assets and Goodwill

Intangible Assets and Goodwill

9. Intangible Assets and Goodwill

Intangibles

Intangible assets are stated at cost or acquisition-date fair value less amortization and impairment and consist of the following:


	Weighted Average	December 31, 2021
	Remaining Useful Life	Gross Carrying		Accumulated		Intangible
	(in Years)	Amount (a)		Amortization		Asset, net
Customer relationships	9.5	$	508,241	$	(316,084)	$	192,157
Developed technology	2.8		88,553		(87,612)		941
Trade names (b)	Indefinite-lived		8,400		(3,100)		5,300
Outsource contract costs	3.6		16,814		(14,486)		2,328
Internally developed software	3.2		49,108		(27,812)		21,296
Assembled workforce	1		4,473		(3,355)		1,118
Purchased software	12		26,749		(5,350)		21,399
Intangibles, net		$	702,338	$	(457,799)	$	244,539


	Weighted Average	December 31, 2020
	Remaining Useful Life	Gross Carrying		Accumulated		Intangible
	(in Years)	Amount (a)		Amortization		Asset, net
Customer relationships	10.2	$	508,485	$	(278,306)	$	230,179
Developed technology	3.4		88,553		(87,111)		1,442
Trade names (b)	Indefinite-lived		8,400		(3,100)		5,300
Outsource contract costs	3.3		16,331		(13,036)		3,295
Internally developed software	3.7		47,182		(20,152)		27,030
Assembled workforce	2		4,473		(2,237)		2,236
Purchased software	13		26,749		(3,567)		23,182
Intangibles, net		$	700,173	$	(407,509)	$	292,664

(a)	Amounts include intangibles acquired in business combinations and asset acquisitions.

(b)	The carrying amount of trade names for 2021 and 2020 is net of accumulated impairment losses of $44.1 million. Carrying amount of $5.3 million as at December 31, 2021 represents indefinite-lived intangible asset.

In connection with the completion of the annual impairment tests as of October 1, 2021 and 2020, the Company recorded no impairment charge to goodwill and trade names.

The impairment charges for the year 2019 are included within Impairment of goodwill and other intangible assets in the consolidated statements of operations.

Aggregate amortization expense related to intangibles was $50.5 million, $54.7 million, and $59.3 million for the years ended December 31, 2021, 2020, and 2019, respectively.

Estimated intangibles amortization expense for the next five years and thereafter consists of the following:


	Estimated
	Amortization
	Expense
2022	$	47,395
2023		38,619
2024		30,944
2025		23,416
2026		19,269
Thereafter		79,243
	$	238,886

Goodwill

Goodwill by reporting segment consists of the following:


	Balances as at January 1, 2020 (a)		Additions		Deletions		Impairments		Currency Translation Adjustments		Balances as at December 31, 2020 (a)
ITPS	$	254,120	$	—	$	—	$	—	$	10	$	254,130
HS		86,786		—		—		—		—		86,786
LLPS		18,865		—		—		—		—		18,865
Total	$	359,771	$	—	$	—	$	—	$	10	$	359,781

	Balances as at January 1, 2021 (a)		Additions		Deletions		Impairments		Currency Translation Adjustments		Balances as at December 31, 2021 (a)
ITPS	$	254,130	$	—	$	(825)	$	—	$	(633)	$	252,672
HS		86,786		—		—		—		—		86,786
LLPS		18,865		—		—		—		—		18,865
Total	$	359,781	$	—	$	(825)	$	—	$	(633)	$	358,323

(a)

The goodwill amount for all periods presented is net of accumulated impairment amounts. Accumulated impairment relating to ITPS is $316.5 million as at December 31, 2021; and $317.5 million as at December 31, 2020 and December 31, 2019. Accumulated impairment relating to LLPS is $243.4 million as at December 31, 2021, December 31, 2020 and December 31, 2019.

Accrued Liabilities and Other Long-Term Liabilities

12 Months Ended

Dec. 31, 2021

Accrued Liabilities and Other Long-Term Liabilities

Accrued Liabilities and Other Long-Term Liabilities

10. Accrued Liabilities and Other Long-Term Liabilities

Accrued liabilities consist of the following:


	December 31,
	2021		2020
Accrued taxes (exclusive of income taxes)	$	9,858	$	12,953
Accrued lease exit obligations		36		270
Accrued professional and legal fees		29,119		33,897
Accrued appraisal action liability		63,422		60,654
Accrued legal reserve for pending litigation		8,046		15,146
Accrued transaction costs		2,305		2,739
Other accruals		733		740
	$	113,519	$	126,399

Other Long-term liabilities consist of the following:


	December 31,
	2021		2020
Deferred revenue	$	901	$	542
Accrued rent		—		449
Accrued lease exit obligations		195		195
Accrued compensation expense		1,578		1,897
Cares Act payroll tax deferrals		—		7,183
Other		3,325		3,358
	$	5,999	$	13,624

Long-Term Debt and Credit Facilities

12 Months Ended

Dec. 31, 2021

Long-Term Debt and Credit Facilities

Long-Term Debt and Credit Facilities

11. Long-Term Debt and Credit Facilities (Restated)

Senior Credit Facilities

On July 12, 2017, subsidiaries of the Company entered into a First Lien Credit Agreement with Royal Bank of Canada, Credit Suisse AG, Cayman Islands Branch, Natixis, New York Branch and KKR Corporate Lending LLC (the “Credit Agreement”) providing Exela Intermediate LLC, a wholly owned subsidiary of the Company, upon the terms and subject to the conditions set forth in the Credit Agreement, (i) a $350.0 million senior secured term loan maturing July 12, 2023 with an original issue discount of $7.0 million, and (ii) a $100.0 million senior secured revolving facility maturing July 12, 2022 (the “Revolving Credit Facility”).

The Credit Agreement provided for the following interest rates for borrowings under the senior secured term facility and the Revolving Credit Facility: at the borrower’s option, either (1) an adjusted LIBOR, subject to a 1.0% floor in the case of term loans, or (2) a base rate, in each case plus an applicable margin. The initial applicable margin for the senior secured term facility was 7.5% with respect to LIBOR borrowings and 6.5% with respect to base rate borrowings. The initial applicable margin for the Revolving Credit Facility was 7.0% with respect to LIBOR borrowings and 6.0% with respect to base rate borrowings. The applicable margin for borrowings under the Revolving Credit Facility is subject to step-downs based on leverage ratios. The senior secured term loan is subject to amortization payments, commencing on the last day of the first full fiscal quarter of the Company following the closing date, of 0.6% of the aggregate principal amount for each of the first eight payments and 1.3% of the aggregate original principal amount for payments thereafter, with any balance due at maturity.

Term Loan Repricing

On July 13, 2018, Exela executed a transaction to reprice the $343.4 million of term loans outstanding under its senior secured credit facilities (the “Repricing”). The Repricing was accomplished pursuant to a First Amendment to the First Lien Credit Agreement (the “First Amendment”), dated as of July 13, 2018, by and among the Company’s subsidiaries Exela Intermediate Holdings LLC, Exela Intermediate, LLC, each “Subsidiary Loan Party” listed on the signature pages thereto, Royal Bank of Canada, as administrative agent, and each of the lenders party thereto, whereby such subsidiaries borrowed $343.4 million of refinancing term loans (the “Repricing Term Loans”) to refinance their existing senior secured term loans.

In accordance with ASC 470 – Debt – Modifications and Extinguishments, as a result of certain lenders that participated in Exela’s debt structure prior to the Repricing and the Company’s debt structure after the Repricing, it was determined that a portion of the refinancing of Exela’s senior secured credit facilities would be accounted for as a debt modification, and the remaining would be accounted for as an extinguishment. The Company incurred $1.0 million in new debt issuance costs related to the refinancing, of which $1.0 million was expensed pursuant to modification accounting. The proportion of debt that was extinguished resulted in a write off of previously recognized debt issue costs of $0.1 million. Additionally, for the new lenders who exceeded the 10% test, less than $0.1 million was recorded as additional debt issue costs. All unamortized costs and discounts will be amortized over the life of the new term loan using the effective interest rate of the term loan.

The Repricing Term Loans will bear interest at a rate per annum of, at the borrower’s option, either (a) a LIBOR rate determined by reference to the costs of funds for Eurodollar deposits for the interest period relevant to such borrowing, adjusted for certain additional costs, subject to a 1.0% floor, or (b) a base rate determined by reference to the highest of (i) the federal funds rate plus 0.5%, (ii) the prime rate and (iii) the one-month adjusted LIBOR plus 1.0%, in each case plus an applicable margin of 6.5% for LIBOR loans and 5.5% for base rate loans. The interest rates applicable to the Repricing Term Loans are 100 basis points lower than the interest rates applicable to the existing senior secured term loans that were incurred on July 12, 2017 pursuant to the Credit Agreement. The Repricing Term Loans will mature on July 12, 2023, the same maturity date as the prior senior secured term loans.

2018 Incremental Term Loans

On July 13, 2018, the Company’s subsidiaries borrowed an additional $30.0 million pursuant to incremental term loans (the “Incremental Term Loans”) under the First Amendment. The proceeds of the Incremental Term Loans may be used by the Company for general corporate purposes and to pay fees and expenses in connection with the First Amendment. The interest rates applicable to the Incremental Term Loans are the same as those for the Repricing Term Loans.

The borrower may voluntarily repay the Repricing Term Loans and the Incremental Term Loans (collectively, the “Term Loans”) at any time, without prepayment premium or penalty, subject to customary “breakage” costs with respect to LIBOR rate loans. The Incremental Term Loans will mature on July 12, 2023, the same maturity date as the Repricing Term Loans and prior senior secured term loans.

Other than as described above, the terms, conditions and covenants applicable to the Repricing Term Loans and the Incremental Term Loans are consistent with the terms, conditions and covenants that were applicable to the existing senior secured loans under the Credit Agreement.

2019 Incremental Term Loan

On April 16, 2019, the Company’s subsidiaries borrowed an additional $30.0 million pursuant to incremental term loans (the “2019 Incremental Term Loans”) under the Second Amendment to First Lien Credit Agreement (the “Second Amendment”). The proceeds of the 2019 Incremental Term Loans were used to replace the cash spent for acquisitions, pay related fees, expenses and related borrowings and for general corporate purposes. The 2019 Incremental Term Loans will mature on July 12, 2023, the same maturity date as the Incremental Term Loans, Repricing Term Loans and prior senior secured term loans under the Credit Agreement.

The 2019 Incremental Term Loans will bear interest at a rate per annum that is the same as the Repricing Term Loans under the senior credit facility. The 2019 Incremental Term Loans will mature on July 12, 2023, the same maturity date as the Term Loans. The borrower may voluntarily repay the 2019 Incremental Term Loans at any time, without prepayment premium or penalty, subject to customary “breakage” costs with respect to LIBOR rate loans.

Other than as described above, the terms, conditions and covenants applicable to the 2019 Incremental Term Loans are consistent with the terms, conditions and covenants that are applicable to the Repricing Term Loans and 2018 Incremental Term Loans under the Credit Agreement. The Repricing and issuance of the 2018 and 2019 Incremental Term Loans resulted in a partial debt extinguishment, for which Exela recognized $1.4 million in debt extinguishment costs during the year ended December 31, 2019, reported within Debt modification and extinguishment costs (gain), net within our consolidated statements of operations.

Third Amendment

On May 18, 2020, subsidiaries of the Company amended the Credit Agreement (the Third Amendment to First Lien Credit Agreement (the “Third Amendment”) to, among other things, extend the time for delivery of its audited financial statements for the year ended December 31, 2019 and its financial statements for the quarter ended March 31, 2020. Upon the Company’s delivery of the annual and quarterly financial statements within the time frames stated therein (which the Company satisfied during the month of June 2020), the borrower became in compliance with respect

to the financial statement delivery requirements set forth in the Credit Agreement. Pursuant to the Third Amendment, the borrowers also amended the Credit Agreement to, among other things: restrict the borrower and its subsidiaries’ ability to designate or invest in unrestricted subsidiaries; incur certain debt; create certain liens; make certain investments; pay certain dividends or other distributions on account of its equity interests; make certain asset sales or other dispositions (or utilize the proceeds of certain asset sales to reinvest in the business); or enter into certain affiliate transactions pursuant to the negative covenants under the Credit Agreement. Further, pursuant to the amendment, the borrower under the Credit Agreement was also required to maintain a minimum Liquidity (as defined in the amendment) of $35.0 million. In connection with this amendment, the borrower paid a forbearance fee of $5 million to the consenting lenders. The Company concluded that the amendment represents modification of debt under ASC 470-50. Accordingly, the forbearance fee paid was added to unamortized debt issuance cost which shall be amortized using updated effective interest rate based on modified cash flows.

Private Exchange

On December 9, 2021, in a separate transaction referred to as “Private Exchange” (outside of the Public Exchange as discussed below), subsidiaries of the Company agreed with three (3) of their term loan lenders for partial repayment and partial exchange of their outstanding balance of senior secured term loan under Credit Agreement for the new 2026 Notes. The borrower agreed with these participating lenders to repay outstanding balance of $212.1 million of senior secured term loan under Credit Agreement payable to them in cash consideration of $84.3 million and in new 2026 Notes of $127.8 million. In connection with the Private Exchange transaction, the exchanging lenders provided consents to amend the Credit Agreement to (i) eliminate all affirmative covenants, (ii) eliminate all negative covenants and (iii) eliminate certain events of default (other than events of default relating to payment obligations). The Company concluded that the exchange of senior secured term loan for 2026 Notes and cash under Private Exchange represented modification of debt under ASC 470-50. Accordingly, $1.0 million of the fees paid to third parties was charged to consolidated statement of operations and reported within Debt modification and extinguishment costs (gain), net within our consolidated statements of operations for the year ended December 31, 2021.

As a result of the Private Exchange, repurchases (as discussed below) and periodic principal repayments, $93.2 million aggregate principal amount of the senior secured term loan remains outstanding as of December 31, 2021.

Revolving Credit Facility; Letters of Credit

As of December 31, 2021 and December 31, 2020, our $100 million Revolving Credit Facility was fully drawn taking into account letters of credit issued thereunder. As of December 31, 2021 and December 31, 2020, there were outstanding irrevocable letters of credit totaling approximately $0.5 million and $19.5 million, respectively, under the Revolving Credit Facility.

Senior Secured 2023 Notes

On July 12, 2017, subsidiaries of the Company issued $1.0 billion in aggregate principal amount of 10.0% First Priority Senior Secured Notes due 2023 (the “2023 Notes”). The 2023 Notes are guaranteed by nearly all U.S. subsidiaries of the Company. The 2023 Notes bear interest at a rate of 10.0% per year. The issuers pay interest on the 2023 Notes on January 15 and July 15 of each year, commencing on January 15, 2018. The 2023 Notes will mature on July 15, 2023. As of December 31, 2021, the Company was in compliance with all covenants required under the 2023 Notes.

Public Exchange

On October 27, 2021, the Company launched an offer to exchange (the “Public Exchange”) up to $225.0 million in cash and new 11.500% First-Priority Senior Secured Notes due 2026 (the “2026 Notes”) for the Company’s outstanding 2023 Notes. The Public Exchange was for $900 in cash per $1,000 principal amount of 2023 Notes tendered subject to proration. The maximum amount of cash to be paid was $225.0 million and the offer was not subject to any minimum participation condition. In case of oversubscription to the cash offer, tendered 2023 Notes would be accepted for cash on a pro rata basis (as a single class). The balance of any tendered 2023 Notes not accepted for cash would be

exchanged into 2026 Notes on the basis of $1,000 principal amount of new 2026 Notes for each $1,000 principal amount of outstanding 2023 Notes tendered.

As of the expiration time of the Public Exchange, $912,660,000 aggregate principal amount, or approximately 91.3%, of the 2023 Notes were validly tendered pursuant to the Public Exchange. On December 9, 2021, upon the settlement of the Public Exchange, $662,660,000 aggregate principal amount of the 2026 Notes were issued and an aggregate $225.0 million in cash (plus accrued but unpaid interest) was paid to participating holders in respect of the validly tendered 2023 Notes. The Company concluded that the exchange of notes under Public Exchange represented modification of debt under ASC 470-50. Accordingly, $12.9 million of the fees paid to third parties was charged to consolidated statement of operations and reported within Debt modification and extinguishment costs (gain), net within our consolidated statements of operations for the year ended December 31, 2021.

As a result of the Public Exchange and repurchases (as discussed below), $22.8 million aggregate principal amount of the 2023 Notes remains outstanding as of December 31, 2021.

Third Supplemental Indenture

In conjunction with the Public Exchange, the Company also solicited consents to amend certain provisions in the indenture governing the 2023 Notes (“Notes Amendments”). On December 1, 2021, on receipt of the requisite consents to the Notes Amendments, the Company, and Wilmington Trust, National Association, as trustee (the “2023 Notes Trustee”), entered into a third supplemental indenture (the “Third Supplemental Indenture”) to the indenture, dated as of July 12, 2017 (as amended and supplemented by (i) the first supplemental indenture, dated as of July 12, 2017 and (ii) the second supplemental indenture, dated as of May 20, 2020, the “2023 Notes Indenture”) governing the outstanding 2023 Notes. The Third Supplemental Indenture amends the 2023 Notes Indenture and the 2023 Notes to eliminate substantially all of the restrictive covenants, eliminate certain events of default, modify covenants regarding mergers and consolidations and modify or eliminate certain other provisions, including certain provisions relating to future guarantors and defeasance, contained in the 2023 Notes Indenture and the 2023 Notes. In addition, all of the collateral securing the 2023 Notes was released pursuant to the Third Supplemental Indenture.

Senior Secured 2026 Notes

On December 9, 2021, subsidiaries of the Company issued $790.5 million in aggregate principal amount of 11.5% First Priority Senior Secured Notes due 2026 under certain Public Exchange and Private Exchange transactions as discussed above. Apart from this, during December 2021 the Company issued and sold $4.5 million in aggregate principal amount of 2026 Notes generating net proceeds of $3.6 million. The 2026 Notes are guaranteed by nearly all U.S. subsidiaries of the Company. The 2026 Notes bear interest at a rate of 11.5% per year. The issuers shall pay interest on the 2026 Notes on January 15 and July 15 of each year, commencing on July 15, 2022. The 2026 Notes will mature on July 12, 2026. As of December 31, 2021, the Company was in compliance with all covenants required under the 2026 Notes.

On or after December 1, 2022, the issuers may redeem the 2026 Notes in whole or in part from time to time, at a redemption price of 100%, plus accrued and unpaid interest, if any, to, but excluding, the applicable redemption date. In addition, prior to December 1, 2022, the issuers may redeem the 2026 Notes in whole or in part from time to time, at a redemption price equal to 100% of the principal amount of the 2026 Notes redeemed, plus the Applicable Premium as of, and accrued and unpaid interest, if any, to, but excluding, the applicable redemption date. “Applicable Premium” means, with respect to any 2026 Note on any applicable redemption date, as determined by the issuers, the greater of: (1) 1% of the then outstanding principal amount of the 2026 Note; and (2) the excess of: (a) the present value at such redemption date of (i) the redemption price of the 2026 Note, at December 1, 2022 plus (ii) all required interest payments due on the 2026 Note through December 1, 2022 (excluding accrued but unpaid interest), computed using a discount rate equal to the treasury rate as of such redemption date plus 50 basis points; over (b) the then outstanding principal amount of the 2026 Note.

Repurchases

In July 2021 the Company commenced a debt buyback program to repurchase 2023 Notes and senior secured term loans under the Credit Agreement, which is ongoing. During the year ended December 31, 2021, we repurchased $64.5 million of the outstanding principal amount of our 2023 Notes for a net cash consideration of $48.4 million. The gain on early extinguishment of debt for the 2023 Notes during the year ended December 31, 2021 totaled $15.3 million and is inclusive of $0.6 million and $0.2 million write off of original issue discount and debt issuance costs, respectively. During the year ended December 31, 2021, we also repurchased $40.0 million of the outstanding principal amount of our senior secured term loans under the Credit Agreement for a net cash consideration of $22.8 million. The gain on early extinguishment of debt for the senior secured term loans during the year ended December 31, 2021 totaled $15.3 million and is inclusive of $0.4 million and $1.5 million write off of original issue discount and debt issuance costs, respectively. Gain on the early extinguishment of debt during the year ended December 31, 2021 is reported within Debt modification and extinguishment costs (gain), net within our consolidated statements of operations.

BRCC Facility

On November 17, 2021, GP2 XCV, LLC, a subsidiary of the Company (“GP2 XCV”), entered into a borrowing facility with B. Riley Commercial Capital, LLC pursuant to which the Company was able to borrow an original principal amount of $75.0 million, which was later increased to $115.0 million as of December 7, 2021 (as the same may be amended from time to time, the “BRCC Facility”). The BRCC Facility is secured by a lien on all the assets of GP2 XCV and by a pledge of the equity of GP2 XCV. GP2 XCV is a bankruptcy-remote entity and as such its assets are not available to other creditors of the Company or any of its subsidiaries other than GP2 XCV. The BRCC Facility will mature on March 31, 2023. Interest under the BRCC Facility accrues at a rate of 11.5% per annum and is payable quarterly on the last business day of each March, June, September and December. The purpose of this facility was to fund certain repurchases of senior secured term loan under the Credit Agreement and to provide funding of Public Exchange transaction and Private Exchange transaction as discussed above. As of December 31, 2021, there were borrowings of $115.0 million outstanding under the BRCC Facility. As of December 31, 2021, the Company was in compliance with all covenants required under the BRCC Facility.

Securitization Facilities

On January 10, 2020, certain subsidiaries of the Company entered into a $160.0 million accounts receivable securitization facility with a five year term (“A/R Facility”). In the A/R Facility, (i) Exela Receivables 1, LLC (the “A/R Borrower”), a wholly-owned indirect subsidiary of the Company, entered into a Loan and Security Agreement (the “A/R Loan Agreement”), dated as of January 10, 2020, with TPG Specialty Lending, Inc., as administrative agent (the “A/R Administrative Agent”), PNC Bank National Association, as LC Bank (the “A/R LC Bank”), the lenders (each, an “A/R Lender” and collectively the “A/R Lenders”) and the Company, as initial servicer, pursuant to which the A/R Lenders made loans (the “A/R Loan”) to the A/R Borrower used to purchase certain receivables and related assets from its sole member, Exela Receivables Holdco, LLC (the “A/R Parent SPE”), a wholly-owned indirect subsidiary of the Company, (ii) sixteen other indirect, wholly-owned U.S. subsidiaries of the Company (collectively, the “A/R Originators”) sold or contributed to the A/R Parent SPE certain receivables and related assets in consideration for a combination of cash, equity in the A/R Parent SPE and/or letters of credit issued by the A/R LC Bank to the A/R Originators; and (iii) the A/R Parent SPE sold or contributed to the Borrower certain receivables and related assets in consideration for a combination of cash, equity in the A/R Borrower and/or letters of credit issued by the LC Bank to the beneficiaries elected by A/R Parent SPE.

The Company used the proceeds of the initial borrowings under the A/R Facility to repay outstanding revolving borrowings under the Company’s senior credit facility and to provide additional liquidity and funding for the ongoing business needs of the Company and its subsidiaries.

The A/R Borrower and A/R Parent SPE were formed in December 2019, and are identified as variable interest entities (“VIEs”) and consolidated into the Company’s financial statements following variable interest entities (“VIE”) consolidation model under ASC 810. The A/R Borrower and A/R Parent SPE are bankruptcy remote entities and as such their assets are not available to creditors of the Company or any of its subsidiaries. Since January 10, 2020, the parties

amended and waived the A/R Facility several times to address contractually, the occurrence of certain events, including among other things, the delay in delivery of annual financial statements for the fiscal year ended 2019, financial statements for the quarter ended March 31, 2020, and the Initial Servicer’s Liquidity (as defined in the A/R Facility) falling below $60.0 million. In connection with these amendments a forbearance fee of $4.8 million was due and added to the outstanding principal balance of the loans. The Company concluded that the amendment represented modification of debt under ASC 470-50. Accordingly, the forbearance fee paid was added to unamortized debt issuance cost and amortized ratably over the remaining term of the A/R facility.

Each loan under the A/R Facility originally bore interest on the unpaid principal amount as follows: (1) if a Base Rate Loan, at 3.75% plus a rate equal to the greater of (a) the Prime Rate in effect on such day, (b) the Federal Funds Effective Rate in effect on such day plus 0.50%, (c) the Adjusted LIBOR Rate (calculated based upon an Interest Period of one month and determined on a daily basis) plus 1.00%, and (d) 4.50% per annum and (2) if a LIBOR Rate Loan, 4.75% plus a floating LIBOR Rate with a 1.00% LIBOR floor. In connection with the above described amendments to the A/R Facility, the applicable margin of the Base Rate Loans was increased to 5.75% and the LIBOR Rate Loans was increased to 6.75%.

On December 17, 2020, the Company repaid in full the loans outstanding under the A/R Facility. The aggregate outstanding principal amount of loans under the A/R Facility as of such date was approximately $83.0 million. The early termination of the A/R Facility triggered an early termination fee of $0.8 million and required repayment of approximately $0.5 million in respect of principal, accrued interest and fees. All obligations under the A/R Facility (other than contingent indemnification obligations that expressly survive termination) terminated upon repayment. The A/R Facility was replaced by the Securitization Facility as described below. Repayment of A/R Facility was treated as an extinguishment of debt under ASC 470-50. Accordingly, the Company wrote off the unamortized balance of $8.2 million of debt issuance costs related to A/R facility. These early termination charges and unamortized balance of the debt issuance cost written off during the year ended December 31, 2020 are reported within Debt modification and extinguishment costs (gain), net within our consolidated statements of operations.

On December 17, 2020, certain subsidiaries of Company closed on the $145.0 million Securitization Facility with a five year term. Borrowings under the Securitization Facility are subject to an improved borrowing base definition over the A/R Facility that consists of receivables and, subject to contribution, further supported by inventory and intellectual property, in each case, subject to certain eligibility criteria, concentration limits and reserves.

The Securitization Facility provided for an initial funding of approximately $92.0 million supported by the receivables portion of the borrowing base and, subject to contribution, a further funding of approximately $53.0 million supported by inventory and intellectual property. On December 17, 2020, Exela Receivables 3, LLC (the “Securitization Borrower”) made the initial borrowing of approximately $92.0 million under the Securitization Facility and used a portion of the proceeds to repay the A/R Facility and used the remaining proceeds for general corporate purposes. On April 11, 2021, the Company amended the Securitization Loan Agreement and agreed to, among other things, extend the option to access further funding of approximately $53.0 million in additional borrowings from April 10, 2021 to September 30, 2021 upon the contribution of inventory and intellectual property to support the borrowing base.

The initial documentation for the Securitization Facility includes (i) a Loan and Security Agreement (the “Securitization Loan Agreement”), dated as of December 10, 2020, by and among the Securitization Borrower, a wholly-owned indirect subsidiary of the Company, the lenders (each, a “Securitization Lender” and collectively the “Securitization Lenders”), Alter Domus (US), LLC, as administrative agent (the “Securitization Administrative Agent”) and the Company, as initial servicer, pursuant to which the Securitization Lenders will make loans to the Securitization Borrower to be used to purchase receivables and related assets from the Securitization Parent SPE (as defined below), (ii) a First Tier Receivables Purchase and Sale Agreement (the, dated as of December 17, 2020, by and among Exela Receivables 3 Holdco, LLC (the “Securitization Parent SPE”), a wholly-owned indirect subsidiary of the Company, and certain other indirect, wholly-owned subsidiaries of the Company listed therein (collectively, the “Securitization Originators”), and the Company, as initial servicer, pursuant to which each Securitization Originator has sold or contributed and will sell or contribute to the Securitization Parent SPE certain receivables and related assets in consideration for a combination of cash and equity in the Securitization Parent SPE, (iii) a Second Tier Receivables Purchase and Sale Agreement, dated as of December 17, 2020, by and among, the Securitization Borrower, the

Securitization Parent SPE and the Company, as initial servicer, pursuant to which Securitization Parent SPE has sold or contributed and will sell or contribute to the Securitization Borrower certain receivables and related assets in consideration for a combination of cash and equity in the Securitization Borrower, (iv) the Sub-Servicing Agreement, dated as of December 17, 2020, by and among the Company and each Securitization Originator, (v) the Pledge and Guaranty, dated as of the December 10, 2020, between the Securitization Parent SPE and the Administrative Agent, and (vi) the Performance Guaranty, dated as of December 17, 2020, between the Company, as performance guarantor, and the Securitization Administrative Agent (and together with all other certificates, instruments, UCC financing statements, reports, notices, agreements and documents executed or delivered in connection with the Securitization Loan Agreement, the “Securitization Agreements”).

The Securitization Borrower, the Company, the Securitization Parent SPE and the Securitization Originators provide customary representations and covenants under the Securitization Agreements. The Securitization Loan Agreement provides for certain events of default upon the occurrence of which the Securitization Administrative Agent may declare the facility’s termination date to have occurred and declare the outstanding Securitization Loan and all other obligations of the Securitization Borrower to be immediately due and payable, however the Securitization Facility does not include an ongoing liquidity covenant like the A/R Facility and aligns reporting obligations with the Company’s other material indebtedness agreements.

The Securitization Borrower and Securitization Parent SPE were formed in December 2020, and are identified as VIEs and consolidated into the Company’s financial statements following VIE consolidation model under ASC 810. The Securitization Borrower and Securitization Parent SPE are bankruptcy remote entities and as such their assets are not available to creditors of the Company or any of its subsidiaries. Each loan under the Securitization Facility bears interest on the unpaid principal amount as follows: (i) if a Base Rate Loan, at a rate per annum equal to (x) the greatest of (a) the Prime Rate in effect on such day, (b) the Federal Funds Effective Rate in effect on such day plus 0.50% and (c) the Adjusted LIBOR Rate (as defined in the Securitization Loan Agreement) plus 1.00%, plus (y) 8.75%; or (ii) if a LIBOR Rate Loan, at the Adjusted LIBOR Rate plus 9.75%. As of December 31, 2021, there were borrowings of $91.9 million outstanding under the Securitization Facility. As result of the issuance of the amended audit report (as described in Note 2), the Company determined that the amount owed under this Securitization Facility would become current and accordingly we restated it from noncurrent to current classification in the restated balance sheet as of December 31, 2021.

Long-Term Debt Outstanding

As of December 31, 2021 and 2020, the following long-term debt instruments were outstanding:


	December 31,
	2021		December 31,
	(Restated)		2020
Other (a)	$	29,296		37,653
Term loan under first lien credit agreement (b)		89,585		343,597
Senior secured 2023 notes I		22,616		984,216
Senior secured 2026 notes (d)		801,306		—
Secured borrowings under BRCC Facility		115,000		—
Secured borrowings under Securitization Facility		91,947		91,947
Revolver		99,477		80,543
Total debt		1,249,227		1,537,956
Less: Current portion of long-term debt		(236,775)		(39,952)
Long-term debt, net of current maturities	$	1,012,452	$	1,498,004

(a)	Other debt represents outstanding loan balances associated with various hardware, software purchases, maintenance and leasehold improvements along with loans and receivables factoring arrangement entered into by subsidiaries of the Company.

(b)	Net of unamortized original issue discount and debt issuance costs of $0.8 million and $2.8 million as of December 31, 2021 and $4.8 million and $17.1 million as of December 31, 2020.

(c)	Net of unamortized original issue discount and debt issuance costs of $0.2 million and $0.1 million as of December 31, 2021 and $11.3 million and $4.5 million as of December 31, 2020.

(d)	Net of unamortized debt exchange premium and carried forward debt issuance costs of $15.4 million and $9.0 million as of December 31, 2021.

As of December 31, 2021, maturities of long-term debt are as follows:


	Maturity
	(Restated)
2022	$	236,775
2023		211,988
2024		3,005
2025		—
2026		794,952
Thereafter		—
Total long-term debt		1,246,720
Less: Unamortized discount and debt issuance costs		2,507
	$	1,249,227

Income Taxes

12 Months Ended

Dec. 31, 2021

Income Taxes

Income Taxes

12. Income Taxes

The Company provides for income taxes using an asset and liability approach, under which deferred income taxes are provided for based upon enacted tax laws and rates applicable to periods in which the taxes become payable.

For financial reporting purposes, income/ (loss) before income taxes includes the following components:


	Year Ended December 31,
	2021		2020		2019
United States	$	(135,299)	$	(158,186)	$	(511,165)
Foreign		4,565		(6,760)		9,691
	$	(130,734)	$	(164,946)	$	(501,474)

The provision for federal, state, and foreign income taxes consists of the following:


	Year Ended December 31,
	2021		2020		2019
Federal
Current	$	—	$	—	$	(1,308)
Deferred		5		480		(3,879)
State
Current		1,232		1,325		2,255
Deferred		351		1,542		(807)
Foreign
Current		3,775		4,318		5,770
Deferred		6,293		5,919		5,611
Income Tax Expense	$	11,656	$	13,584	$	7,642

The differences between income taxes expected by applying the U.S. federal statutory tax rate of 21% and the amount of income taxes provided for are as follows:


	Year Ended December 31,
	2021		2020		2019
Tax at statutory rate	$	(27,454)	$	(34,639)	$	(105,310)
Add (deduct)
State income taxes		(1,626)		(5,234)		(7,666)
Foreign income taxes		1,567		(516)		4,390
Nondeductible goodwill impairment		—		—		61,699
Cancellation of debt income		(6,429)		—		—
Permanent differences		359		218		1,275
Litigation settlement		2		71		3,310
Changes in valuation allowance		11,857		53,115		30,064
Unremitted earnings		1,072		(275)		1,604
GILTI Inclusion		—		(4,996)		3,772
Expiration and reduction of tax attributes		31,014		4,944		10,807
Other		1,294		896		3,697
Income Tax Expense	$	11,656	$	13,584	$	7,642

The Tax Cuts and Jobs Act (“TCJA”) was signed by the President of the United States and enacted into law on December 22, 2017. This overhaul of the U.S. tax law made a number of substantial changes, including the reduction of the corporate tax rate from 35% to 21%, establishing a dividends received deduction for dividends paid by foreign subsidiaries to the U.S., elimination or limitation of certain deductions (interest, domestic production activities and executive compensation), imposing a mandatory tax on previously unrepatriated earnings accumulated offshore since 1986 and establishing global minimum income tax and base erosion tax provisions related to offshore activities and affiliated party payments.

The TCJA subjects a U.S. shareholder to tax on Global Intangible Low-taxed Income (“GILTI”) earned by certain foreign subsidiaries. The FASB Staff Q&A, Topic 740, No. 5, Accounting for GILTI, states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or provide for the tax expense related to GILTI in the year the tax is incurred as a period expense only. The Company has elected the accounting policy to recognize the tax expense related to GILTI in the year the tax is incurred as a period expense. At December 31, 2021, the Company has no GILTI inclusion related to current-year operations.

On July 20, 2020, the U.S. Treasury and the Internal Revenue Service issued Final Regulations which will allow an annual election to exclude from the U.S. tax return certain GILTI amounts when the taxes paid by a foreign affiliate exceed 18.9% (90% of U.S. statutory rate of 21%) of the GILTI amount for that foreign affiliate (the “high-tax exception”). These regulations are effective for the 2021 taxable year with an election to apply to any taxable year beginning after 2017. In many of the countries in which the Company operates there are differences between local tax rules used to determine the tax base and the U.S. tax principles used to determine GILTI. Therefore, while many of the countries have a statutory tax rate above the 18.9% threshold, separate affiliates may not meet the 18.9% threshold each year and, as such, may not qualify for this exclusion. The Company plans to make the high-tax exception election for the 2021 tax year resulting in no GILTI inclusion for the 2021 tax year. Additionally, the Company made the high-tax exception election for 2020 and 2019 on its 2020 and 2019 tax returns and plans to make the election for 2018 by filing an amended tax return. The 2018 return once amended is expected to result in an estimated income tax benefit of $5.0 million recorded in 2020.

Beginning in 2018, the TCJA also subjects a U.S. shareholder of a controlled foreign corporation to current tax on certain payments from corporations subject to U.S. tax to related foreign persons, also referred to as base erosion and anti-abuse tax (“BEAT”). The BEAT provisions in the Tax Reform Act eliminates the deduction of certain base-erosion payments made to related foreign corporations and impose a minimum tax if greater than regular tax. The Company has recorded no tax liability related to BEAT for the years ended December 31, 2021 and 2020.

On March 27, 2020, Congress enacted the Coronavirus Aid Relief and Economic Security Act (“CARES Act”), in response to the COVID-19 pandemic. The CARES Act contain numerous income tax provisions, including refundable payroll tax credits, 100% utilization of net operating loss (NOL) for taxable income in 2018, 2019 and 2020, 5 years NOL carryback from 2018, 2019 and 2020, interest limitation increase to 50% adjusted taxable income from 30% for tax years beginning January 1, 2019 and 2020, and immediate deduction on qualified improvement costs instead of depreciating them over 39 years. The Company has benefited from the increase of 50% adjusted taxable income limitation on net interest expense deduction, as well as the refundable payroll tax credit for the year ended December 31, 2020.

The components of deferred income tax liabilities and assets are as follows:


	Year Ended December 31,
	2021		2020
Deferred income tax liabilities:
Book over tax basis of intangible assets and fixed assets	$	(55,449)	$	(65,724)
Unremitted foreign earnings		(7,135)		(6,063)
Operating lease and finance lease right-of-use assets		(9,573)		(11,597)
Other, net	$	(1,584)	$	(2,604)
Total deferred income tax liabilities		(73,741)		(85,988)

Deferred income tax assets:
Allowance for doubtful accounts and receivable adjustments	$	1,816	$	1,704
Inventory		2,362		1,677
Accrued liabilities		12,606		15,345
Net operating loss and tax credit carryforwards		141,946		171,148
Tax deductible goodwill		4,424		6,171
Disallowed interest deduction		106,449		74,672
Operating lease and finance lease liabilities		10,211		13,004
Other, net		18,197		19,334
Total deferred income tax assets	$	298,011	$	303,055

Valuation allowance		(233,755)		(220,030)
Total net deferred income tax assets (liabilities)	$	(9,485)	$	(2,963)

Gross deferred tax assets are reduced by valuation allowances to the extent the Company determines it is not more-likely-than-not that the deferred tax assets are expected to be realized. At December 31, 2021, the Company recognized $233.8 million of valuation allowances against gross deferred tax assets primarily related to net operating loss and tax credit carryforwards. Of this amount, approximately $60.4 million and $4.7 million of the total valuation allowance relates to U.S. federal and state limitations, respectively, on the utilization of net operating loss carryforwards due to numerous changes in ownership. Approximately $89.0 million and $12.2 million of the total valuation allowance relates to U.S. federal disallowed interest deductions and state disallowed interest deductions, respectively, pursuant to the TCJA. The remaining $67.5 million of the valuation allowance relates to non-limited U.S. and non-U.S. net operating losses, capital losses, and tax credits that are not expected to be realizable.

The net change during the year in the total valuation allowance was an increase of $13.7 million primarily related to the increase of net regular deferred tax assets and increase of deferred tax assets related to disallowed interest deduction.

Section 382 of the Code, limits the amount of U.S. tax attributes (net operating losses and tax credit carryforwards) following a change in ownership. The Company has determined that for the purpose of these provisions an ownership change occurred under Section 382 on April 3, 2014 and October 31, 2014 for BancTec, Inc. and its subsidiaries and RC4Capital, LLC and its subsidiaries (collectively, the “Pangea Group”) and on October 31, 2014 for the historic SourceHOV group (the “2014 Reorganization”). The Section 382 limitations significantly limit the pre-acquisition Pangea Group net operating losses. Accordingly, upon the October 31, 2014 change in control, most of the

historic Pangea Group federal net operating losses were limited and a valuation allowance has been established against the related deferred tax assets. With regard to Pangea Group’s foreign subsidiaries, it was determined that most deferred tax assets are not likely to be realized and valuation allowances have been established. The Section 382 limit that applied to the historic SourceHOV group is greater than the net operating losses and tax credits generated in the predecessor periods. For the year ended December 31, 2021, the Company determined an ownership change occurred on March 15, 2021 and another successive ownership change occurred on December 8, 2021. The Company can increase its annual Section 382 limitation for the amount of recognized built-in gain (“RBIG”) pursuant to the application of Notice 2003-65. The Company determined the annual Section 382 limitation should enable the Company to utilize all its NOL and credit carryforwards, therefore, no additional valuation allowances were established relating to Section 382 limitations other than the pre-2014 Section 382 limitations that applied.

Under the debt buy-back program and debt exchange transaction a substantial amount of the Company’s debt was extinguished. Absent an exception, a debtor recognizes cancellation of debt income (“CODI”) upon discharge of its outstanding indebtedness for an amount of consideration that is less than the outstanding debt. The Internal Revenue Code of 1986, as amended, (the Code), provides that a debtor may exclude CODI from taxable income but must reduce certain of its tax attributes by the amount of CODI. For the year ended December 31, 2021, the Company excluded $147.1 million of CODI from taxable income and reduced the gross U.S. federal net operating loss by the corresponding amount.

Included in deferred tax assets are federal, foreign and state net operating loss carryforwards, federal capital loss carryforwards, federal general business credit carryforwards and state tax credit carryforwards due to expire beginning in 2022 through 2041. As of December 31, 2021, the Company has federal and state income tax net operating loss (NOL) carryforwards of $459.2 million and $377.2 million, respectively, which will expire at various dates from 2022 through 2041. Such NOL carryforwards expire as follows:


			State and Local
	Federal NOL		NOL
2022 – 2026	$	118,277	$	68,462
2027 – 2031		134,410		100,595
2032 – 2038		206,502		208,164
	$	459,189	$	377,221

As of December 31, 2021, the Company has foreign net operating loss carryforwards of $76.6 million, $0.6 million of which were generated by Exela’s Polish subsidiary, $0.7 million were generated in Hungary and Serbia, $2.3 million is generated in the Netherlands, $1.0 million is generated in Finland, and will expire in 2024, 2026, 2027 and 2031 respectively. The remainder of the foreign net operating losses will be carried forward indefinitely.

The Company adopted the provision of accounting for uncertainty in income taxes in ASC Topic 740. ASC 740 clarifies the accounting for uncertain tax positions in the Company’s financial statements and prescribes a recognition threshold and measurement attribute for financial statement disclosure of tax positions taken or expected to be taken on tax returns. The total amount of unrecognized tax benefits, exclusive of interest and penalties, is $2.1 million, $1.8 million and $4.3 million at December 31, 2021, 2020 and 2019, respectively. Included in the balance of unrecognized tax benefits as of December 31, 2021, 2020 and 2019 are $0.8 million, $0.7 million and $0.7 million, respectively, of tax benefits that, if recognized would benefit the effective tax rate. Total accrued interest and penalties recorded on the Consolidated Balance Sheet were $2.4 million, $2.1 million and $2.1 million at December 31, 2021, 2020 and 2019, respectively. The total amount of interest and penalties recognized in the consolidated statement of operations during the years ended December 31, 2021, 2020 and 2019 was $(0.3) million, $(0.0) million and $(0.2) million, respectively.

The following is a tabular reconciliation of the total amounts of unrecognized tax benefits:


	Year Ended December 31,
	2021		2020		2019
Unrecognized tax benefits—January 1	$	1,836	$	4,314	$	1,476
Gross increases—tax positions in prior period		—		(21)		1,378
Gross decreases—tax positions in prior period		(129)		(2,608)		(10)
Gross increases—tax positions in current period		460		151		1,470
Settlement		(90)		—		—
Unrecognized tax benefits—December 31	$	2,077	$	1,836	$	4,314

The Company files income tax returns in the U.S. and various state and foreign jurisdictions. The statute of limitations for U.S. purposes is open for tax years ending on or after December 31, 2016, However, NOLs generated in years prior to 2016 and utilized in future periods may be subject to examination by U.S. tax authorities. State jurisdictions that remain subject to examination are not considered significant. The Company has significant foreign operations in India and EMEA. The Company may be subject to examination by the India tax authorities for tax periods ending on or after March 31, 2014.

At December 31, 2021, the Company maintains its prior indefinite reinvestment assertion on undistributed earnings related to certain foreign subsidiaries. Accordingly, no deferred taxes have been provided for withholding taxes or other taxes that would result upon repatriation of approximately $132.9 million of undistributed earnings from these foreign subsidiaries as those earnings continue to be permanently reinvested. However, the Company does not indefinitely reinvest earnings in Canada, China, India, Mexico and Philippines. The Company recorded $7.1 million and $6.0 million of foreign withholding taxes on the undistributed earnings of these jurisdictions at December 31, 2021 and 2020, respectively. The Company recorded $1.1 million of deferred expense, $0.3 million of deferred benefit, and $1.6 million of deferred expense in the consolidated statement of operations during the years ended December 31, 2021, 2020 and 2019, respectively. The foreign withholding taxes deferred expense recorded in the current year is attributable to the current year undistributed earnings.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Employee Benefit Plans

12 Months Ended

Dec. 31, 2021

Employee Benefit Plans

Employee Benefit Plans

13. Employee Benefit Plans

German Pension Plan

The Company’s subsidiary in Germany provides pension benefits to certain retirees. Employees eligible for participation include all employees who started working for the Company or its predecessors prior to September 30, 1987 and have finished a qualifying period of at least 10 years. The Company accrues the cost of these benefits over the service lives of the covered employees based on an actuarial calculation. The Company uses a December 31 measurement date for this plan. The German pension plan is an unfunded plan and therefore has no plan assets. No new employees are registered under this plan and the participants who are already eligible to receive benefits under this plan are no longer employees of the Company.

U.K. Pension Plan

The Company’s subsidiary in the United Kingdom provides pension benefits to certain retirees and eligible dependents. Employees eligible for participation included all full-time regular employees who were more than three years from retirement prior to October 2001. A retirement pension or a lump-sum payment may be paid dependent upon length of service at the mandatory retirement age. The Company accrues the cost of these benefits over the service lives of the covered employees based on an actuarial calculation. The Company uses a December 31 measurement date for this plan. No new employees are registered under this plan and the pension obligation for the existing participants of the plan is calculated based on actual salary of the participants as at the earlier of two dates, the participants leaving the Company or December 31, 2015.

The expected rate of return assumptions for plan assets relate solely to the UK plan and are based mainly on historical performance achieved over a long period of time (15 to 20 years) encompassing many business and economic cycles. The Company assumed a weighted average expected long-term rate on plan assets of 2.72%.

Norway Pension Plan

The Company’s subsidiary in Norway provides pension benefits to eligible retirees and eligible dependents. Employees eligible for participation include all employees who were more than three years from retirement prior to March 2018. The Company accrues the cost of these benefits over the service lives of the covered employees based on an actuarial calculation. The Company uses a December 31 measurement date for this plan. No new employees are registered under this plan and the pension obligation for the existing participants of the plan is calculated based on actual salary of the participants as at the later of two dates, the participants leaving the Company or April 30, 2018.

Asterion Pension Plan

The Company acquired in 2018 through the Asterion Business Combination the obligation to provide pension benefits to eligible retirees and eligible dependents. Employees eligible for participation included all full-time regular employees who were more than three years from retirement prior to July 2003. A retirement pension or a lump-sum payment may be paid dependent upon length of service at the mandatory retirement age. The Company accrues the cost of these benefits over the service lives of the covered employees based on an actuarial calculation. The Company uses a December 31 measurement date for this plan. No new employees are registered under this plan and the pension obligation for the existing participants of the plan is calculated based on actual salary of the participants as at the earlier of two dates, the participants leaving the Company or April 10, 2018.

Funded Status

The change in benefit obligations, the change in the fair value of the plan assets and the funded status of the Company’s pension plans (except for the German pension plan which is unfunded) and the amounts recognized in the Company’s consolidated financial statements are as follows:


	Year ended December,
	2021		2020
Change in Benefit Obligation:
Benefit obligation at beginning of period	$	122,011	$	100,961
Service cost		68		69
Interest cost		1,686		1,984
Actuarial loss (gain)		(2,296)		18,861
Plan amendments		(28)		(10)
Plan curtailment		98		—
Benefits paid		(2,497)		(4,745)
Foreign-exchange rate changes		(1,570)		4,891
Benefit obligation at end of year	$	117,472	$	122,011

Change in Plan Assets:
Fair value of plan assets at beginning of period	$	87,215	$	75,875
Actual return on plan assets		2,950		10,755
Employer contributions		3,189		2,052
Plan participants’ contributions		16		—
Benefits paid		(2,393)		(4,651)
Foreign-exchange rate changes		(1,005)		3,184
Fair value of plan assets at end of year		89,972		87,215
Funded status at end of year	$	(27,500)	$	(34,796)

Net amount recognized in the Consolidated Balance Sheets:
Pension liability, net (a)	$	(28,383)	$	(35,515)
Amounts recognized in accumulated other comprehensive loss, net of tax consist of:
Net actuarial loss		(10,946)		(17,064)
Net amount recognized in accumulated other comprehensive loss, net of tax	$	(10,946)	$	(17,064)

Plans with underfunded or non-funded accumulated benefit obligation:
Aggregate projected benefit obligation	$	117,472	$	122,010
Aggregate accumulated benefit obligation	$	117,472	$	122,010
Aggregate fair value of plan assets	$	89,972	$	87,215

(a)

Consolidated balance of $28.4 million as of December 31, 2021 includes pension liabilities of $23.0 million, $2.5 million, $2.1 million and less than $0.1 million under U.K., Asterion, German and Norway pension plans, respectively, and minimum regulatory benefit for a Philippines legal entity of $0.7 million. Consolidated balance of $35.5 million as of December 31, 2020 includes pension liabilities of $29.7 million, $2.7 million, $2.4 million and less than $0.1 million under U.K., Asterion, German and Norway pension plans, respectively, and minimum regulatory benefit for a Philippines legal entity of $0.6 million.

Tax Effect on Accumulated Other Comprehensive Loss

As of December 31, 2021 and 2020, the Company recorded actuarial losses of $10.9 million and $17.1 million, respectively, which is net of a deferred tax benefit of $2.0 million for each period.

Pension and Postretirement Expense

The components of the net periodic benefit cost are as follows:


	Year ended December 31,
	2021		2020		2019
Service cost	$	68	$	74	$	80
Interest cost		1,686		1,984		2,448
Expected return on plan assets		(2,410)		(2,530)		(2,460)
Amortization:
Amortization of prior service cost		224		150		(169)
Amortization of net loss		3,340		1,739		1,768
Settlement loss		—		552		—
Net periodic benefit cost	$	2,908	$	1,969	$	1,667

Valuation

The Company uses the corridor approach and projected unit credit method in the valuation of its defined benefit plans for the UK, Germany, and Norway respectively. The corridor approach defers all actuarial gains and losses resulting from variances between actual results and economic estimates or actuarial assumptions. For defined benefit pension plans, these unrecognized gains and losses are amortized when the net gains and losses exceed 10% of the greater of the market-related value of plan assets or the projected benefit obligation at the beginning of the year. The amount in excess of the corridor is amortized over 15 years. Similarly, the Company used the Projected Unit Credit Method for the German Plan, and evaluated the assumptions used to derive the related benefit obligations consisting primarily of financial and demographic assumptions including commencement of employment, biometric decrement tables, retirement age, staff turnover. The projected unit credit method determines the present value of the Company’s defined benefit obligations and related service costs by taking into account each period of service as giving rise to an additional unit of benefit entitlement and measures each unit separately in building up the final obligation. Benefit is attributed to periods of service using the plan’s benefit formula, unless an employee’s service in later years will lead to a materially higher of benefit than in earlier years, in which case a straight-line basis is used.

The following tables set forth the principal actuarial assumptions used to determine benefit obligation and net periodic benefit costs:


	December 31,
	2021		2020		2021		2020		2021		2020		2021		2020

	UK				Germany				Norway				Asterion
Weighted-average assumptions used to determine benefit obligations:
Discount rate	1.80	%	1.40	%	1.00	%	0.75	%	1.90	%	1.70	%	1.13	%	0.79
Rate of compensation increase	N/A		N/A		N/A		N/A		2.75	%	2.25	%	N/A	%	N/A
Weighted-average assumptions used to determine net periodic benefit cost:
Discount rate	1.40	%	2.10	%	1.00	%	0.75	%	1.90	%	1.70	%	1.13	%	0.79
Expected asset return	2.72	%	3.47	%	N/A	%	N/A	%	3.10	%	2.70	%	1.13	%	0.79
Rate of compensation increase	N/A		N/A		N/A		N/A		2.75	%	2.25	%	N/A	%	N/A

The Germany plan is an unfunded plan and therefore has no plan assets. The expected rate of return assumptions for plan assets are based mainly on historical performance achieved over a long period of time (10 to 20 years) encompassing many business and economic cycles. Adjustments, upward and downward, may be made to those historical returns to reflect future capital market expectations; these expectations are typically derived from expert advice from the investment community and surveys of peer company assumptions.

The Company assumed a weighted average expected long-term rate of return on plan assets for the overall scheme of 2.73%. The Company’s long-term expected rate of return on cash is determined by reference to UK government 10 year bond yields at the balance sheet dates. The long-term expected return on bonds is determined by reference to corporate bond yields at the balance sheet date. The long-term expected rate of return on equities and diversified growth funds is based on the rate of return on UK long dated government bonds with an allowance for out-performance. The long-term expected rate of return on the liability driven investments holdings is determined by reference to UK government 20 year bond yields at the balance sheet date.

The discount rate assumption was developed considering the current yield on an investment grade non-gilt index with an adjustment to the yield to match the average duration of the index with the average duration of the plan’s liabilities. The index utilized reflected the market’s yield requirements for these types of investments.

The inflation rate assumption was developed considering the difference in yields between a long-term government stocks index and a long-term index-linked stocks index. This difference was modified to consider the depression of the yield on index-linked stocks due to the shortage of supply and high demand, the premium for inflation above the expectation built into the yield on fixed-interest stocks and the government’s target rate for inflation (CPI) at 2.4%. The assumptions used are the best estimates chosen from a range of possible actuarial assumptions which, due to the time scale covered, may not necessarily be borne out in practice.

Plan Assets

The investment objective for the plan is to earn, over moving fifteen to twenty year periods, the long-term expected rate of return, net of investment fees and transaction costs, to satisfy the benefit obligations of the plan, while at the same time maintaining sufficient liquidity to pay benefit obligations and proper expenses, and meet any other cash needs, in the short-to medium-term.

The Company’s investment policy related to the defined benefit plan is to continue to maintain investments in government gilts and highly rated bonds as a means to reduce the overall risk of assets held in the fund. No specific targeted allocation percentages have been set by category, but are set at the direction and discretion of the plan trustees. The weighted average allocation of plan assets by asset category is as follows:


	December 31,
	2021		2020		2019
U.K. and other international equities	32.8	%	31.4	%	29.9	%
U.K. government and corporate bonds	2.5		2.7		12.5
Diversified growth fund	25.7		21.0		41.3
Liability driven investments	34.6		40.6		16.3
Multi-asset credit fund	4.4		4.3		—
Total	100.0	%	100.0	%	100.0	%

The following tables set forth, by category and within the fair value hierarchy, the fair value of the Company’s pension assets at December 31, 2021 and 2020:


	December 31, 2021
	Total		Level 1		Level 2		Level 3
Asset Category:
Cash	$	149	$	149	$	—	$	—
Equity funds:
U.K.		17,423		—		17,423		—
Other international		11,909		—		11,909		—
Fixed income securities:
Corporate bonds / U.K. Gilts		2,292		—		2,292		—
Other investments:
Diversified growth fund		23,122		—		23,122		—
Liability driven investments		31,158		—		31,158		—
Multi-asset credit fund		3,919		—		3,919		—
Total fair value	$	89,972	$	149	$	89,823	$	—


	December 31, 2020
	Total		Level 1		Level 2		Level 3
Asset Category:
Cash	$	430	$	430	$	—	$	—
Equity funds:
U.K.		16,201		—		16,201		—
Other international		10,802		—		10,802		—
Fixed income securities:
Corporate bonds / U.K. Gilts		2,353		—		2,353		—
Other investments:
Diversified growth fund		18,313		—		18,313		—
Liability driven investments		35,403		—		35,403		—
Multi-asset credit fund		3,713		—		3,713		—
Total fair value	$	87,215	$	430	$	86,785	$	—

The plan assets are categorized as follows, as applicable:

Level 1: Any asset for which a unit price is available and used without adjustment, cash balances, etc.

Level 2: Any asset for which the amount disclosed is based on market data, for example a fair value measurement based on a present value technique (where all calculation inputs are based on data).

Level 3: Other assets. For example, any asset value with a fair value adjustment made not based on available indices or data.

Employer Contributions

The Company’s funding is based on governmental requirements and differs from those methods used to recognize pension expense. The Company made contributions of $3.2 million and $2.1 million to its pension plans during the years ended December 31, 2021 and 2020, respectively. The Company has fully funded the pension plans for 2021 based on current plan provisions. The Company expects to contribute $2.6 million to the pension plans during 2022, based on current plan provisions.

Estimated Future Benefit Payments

The estimated future pension benefit payments expected to be paid to plan participants are as follows:


	Estimated
	Benefit
	Payments
Year ended December 31,
2022	$	2,120
2023		2,069
2024		2,878
2025		2,959
2026		3,071
2027 – 2031		18,999
Total	$	32,096

- Definition

The entire disclosure for retirement benefits.

+ References

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+ Details

Commitments and Contingencies

12 Months Ended

Dec. 31, 2021

Commitments and Contingencies

Commitments and Contingencies

14. Commitments and Contingencies

Litigation

The Company is, from time to time, involved in certain legal proceedings, inquiries, claims and disputes, which arise in the ordinary course of business. Although management cannot predict the outcomes of these matters, management does not believe these actions will have a material, adverse effect on the Company’s consolidated balance sheets, consolidated statements of operations or consolidated statements of cash flows.

Appraisal Action

On September 21, 2017, former stockholders of SourceHOV Holdings, Inc. (“SourceHOV”), who owned 10,304 shares of SourceHOV common stock, filed a petition for appraisal pursuant to 8 Del. C. § 262 in the Delaware Court of Chancery (the “Court”), captioned Manichaean Capital, LLC, et al. v. SourceHOV Holdings, Inc., C.A. No. 2017 0673 JRS (the “Appraisal Action”). The Appraisal Action arose out of a preliminary transaction in connection with the acquisition of SourceHOV and Novitex Holdings, Inc., by Quinpario in July 2017 (“Novitex Business Combination”), and the petitioners sought, among other things, a determination of the fair value of their SourceHOV shares at the time of the Novitex Business Combination; an order that SourceHOV pay that value to the petitioners, together with interest at the statutory rate; and an award of costs, attorneys’ fees, and other expenses. During the trial the parties and their experts offered competing valuations of the SourceHOV shares as of the date of the Novitex Business Combination. SourceHOV argued the value was no more than $1,633.85 per share and the petitioners argued the value was at least $5,079.28 per share. On January 30, 2020, the Court issued its post-trial Memorandum Opinion in the Appraisal Action, in which it found that the fair value of SourceHOV as of the date of the Novitex Business Combination was $4,591 per share, and on March 26, 2020, the Court issued its final order awarding the petitioners $57,698,426 inclusive of costs and interest. Per the Court’s opinion, the legal rate of interest, compounded quarterly, accrues on the per share value from the July 2017 closing date of the Novitex Business Combination until the date of payment to petitioners.

On December 31 2021, we agreed to settle the Appraisal Action along with a separate case brought by the same plaintiffs for $63.4 million. Accordingly, as of December 31, 2021, the Company accrued a liability of $63.4 million for these matters, all of which is expected to be paid during the first half of 2022 ($40 million having already been paid as of March 16, 2022).

As a result of the Appraisal Action and following repayment of the Margin Loan (as defined below) by Ex-Sigma 2, 1,523,578 shares of our Common Stock issued to Ex-Sigma 2 (the “Ex-Sigma 2”), our largest shareholder following the Novitex Business Combination, were returned to the Company during the first quarter of 2020.

Adverse Arbitration Order

In April 2020, one of the Company’s Nordic subsidiaries commenced an arbitration in Finland against a customer alleging breach of contract and other damages in connection with an outsourcing services agreement and transition services agreement executed in 2017. In September 2020, the customer submitted counterclaims against the Company in an aggregate amount in excess of €10.0 million. Following an expedited arbitration, in late November 2020, the arbitrator awarded the customer approximately $13.0 million in the aggregate for the counterclaimed damages and costs. The Company filed an application to annul the award in late January 2021 with the relevant court asserting, among other bases, that the arbitrator violated due process and procedural rules by disallowing the Company’s witness and expert testimony and maintaining the expedited format following the assertion of significant counterclaims which would ordinarily have required the application of normal rather than expedited rules. On May 28, 2021, the parties entered into a settlement agreement resolving this dispute for a total of $8.8 million including the reimbursement of certain third party charges. The Company had accrued a liability balance of $9.7 million for this matter as of the settlement date. Accordingly, on settlement the Company reversed the additional $0.9 million accrued for the matter. As of December 31, 2021, there was a net outstanding balance of $3.3 million for this matter included in Accrued liabilities on the Condensed Consolidated Balance Sheet.

Contract-Related Contingencies

The Company has certain contingent obligations that arise in the ordinary course of providing services to its customers. These contingencies are generally the result of contracts that require the Company to comply with certain performance measurements or the delivery of certain services to customers by a specified deadline. The Company believes the adjustments to the transaction price, if any, under these contract provisions will not result in a significant revenue reversal or have a material adverse effect on the Company’s consolidated balance sheets, consolidated statements of operations or consolidated statements of cash flows.

Fair Value Measurement

12 Months Ended

Dec. 31, 2021

Fair Value Measurement

Fair Value Measurement

15. Fair Value Measurement (Restated)

Assets and Liabilities Measured at Fair Value

The carrying amount of assets and liabilities including cash and cash equivalents, accounts receivable, accounts payable and current portion of long-term debt approximated their fair value as of December 31, 2021 and 2020, due to the relative short maturity of these instruments. Management estimates the fair values of the secured term loan, secured 2023 notes and secured 2026 notes at approximately 80.0%, 79.0% and 77.0% respectively, of the respective principal balance outstanding as of December 31, 2021. The fair values of secured borrowings under the Company’s securitization facility, BRCC facility and senior secured revolving credit facility are equal to the respective carrying values. Other debt represents the Company’s outstanding loan balances associated with various hardware, software purchases, maintenance and leasehold improvements along with loans and receivables factoring arrangement entered into by subsidiaries of the Company and as such, the cost incurred would approximate fair value. Property and equipment, intangible assets, capital lease obligations, and goodwill are not required to be re-measured to fair value on a recurring basis. These assets are evaluated for impairment if certain triggering events occur. If such evaluation indicates that impairment exists, the respective asset is written down to its fair value.

The Company determined the fair value of its long-term debt using Level 2 inputs including the recent issue of the debt, the Company’s credit rating, and the current risk-free rate. The Company’s contingent liabilities related to prior acquisitions are re-measured each period and represent a Level 3 measurement as it is based on the settlement amount based on the settlement agreement terms less amount already paid.

The Company determined the fair value of the interest rate swap using Level 2 inputs. The Company used closing prices as provided by a third party institution. (Refer to Note 2 – Basis of Presentation and Summary of Significant Accounting Policies).

The following table provides the carrying amounts and estimated fair values of the Company’s financial instruments as of December 31, 2021 and December 31, 2020:


	Carrying		Fair
	Amount		Value		Fair Value Measurements (Restated)
As of December 31, 2021	(Restated)		(Restated)		Level 1		Level 2		Level 3
Recurring assets and liabilities:
Long-term debt	$	1,012,452	$	803,668	$	—	$	803,668	$	—
Nonrecurring assets and liabilities:
Goodwill		358,323		358,323		—		—		358,323


	Carrying		Fair		Fair Value Measurements
As of December 31, 2020	Amount		Value		Level 1		Level 2		Level 3
Recurring assets and liabilities:
Long-term debt	$	1,498,004	$	604,775	$	—	$	604,775	$	—
Interest rate swap liability		125		125		—		125		—
Acquisition contingent liability		300		300		—		—		300
Nonrecurring assets and liabilities:
Goodwill		359,781		359,781		—		—		359,781

The following table reconciles the beginning and ending balances of net assets and liabilities classified as Level 3 for which a reconciliation is required:


	December 31,		December 31,
	2021		2020
Balance as of Beginning of Period	$	300	$	721
Earn-out Adjustment		—		279
Payments		(300)		(700)
Balance as of End of Period	$	—	$	300

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Stock-Based Compensation

12 Months Ended

Dec. 31, 2021

Stock-Based Compensation

Stock-Based Compensation

16. Stock-Based Compensation

At Closing, SourceHOV had 24,535 restricted stock units (“RSUs”) outstanding under its 2013 Long Term Incentive Plan (“2013 Plan”). Simultaneous with the Closing, the 2013 Plan, as well as all vested and unvested RSUs under the 2013 Plan, were assumed by Ex-Sigma (the sole equityholder of Ex-Sigma 2), an entity formed by the former SourceHOV equity holders. In accordance with U.S. GAAP, the Company incurred compensation expenses related to the 9,880 unvested RSUs as of July 12, 2017 on a straight-line basis until fully vested, because the recipients of the RSUs were employees of the Company. All unvested RSUs under the 2013 Plan were vested by April 2019. As of December 31, 2021, there were no outstanding obligations under the 2013 Plan.

Exela 2018 Stock Incentive Plan

On January 17, 2018, Exela’s 2018 Stock Incentive Plan (the “2018 Plan”) became effective. The 2018 Plan provides for the grant of incentive and nonqualified stock options, restricted stock, restricted stock units, stock appreciation rights, performance awards, and other stock-based compensation to eligible participants. The Company was initially authorized to issue up to 2,774,588 shares of Common Stock under the 2018 Plan. On December 31, 2021, the shareholders of the Company approved our Amended and Restated 2018 Stock Incentive Plan increasing the number of shares of Common Stock reserved for issuance from an original 2,774,589 shares to 17,848,076.

Restricted Stock Unit Grants

Restricted stock unit awards generally vest ratably over a one to two year period. Restricted stock units are subject to forfeiture if employment terminates prior to vesting and are expensed ratably over the vesting period.

A summary of restricted stock unit activities under the 2018 Plan for the year ended December 31, 2021 is summarized in the following table:


				Average
		Weighted		Remaining
	Number	Average Grant		Contractual Life	Aggregate
	of Units	Date Fair Value		(Years)	Intrinsic Value
Outstanding Balance as of December 31, 2020	26,455	$	3.78	0.91	$	50
Granted	1,466,084		1.78
Forfeited	(80,001)		2.73
Vested	(43,530)		2.30
Outstanding Balance as of December 31, 2021	1,369,008	$	1.75	0.11	$	2,393

Options

Under the 2018 Plan, stock options are granted at a price per share not less than 100% of the fair market value per share of the underlying stock at the grant date. The vesting period for each option award is established on the grant date, and the options generally expire 10 years from the grant date. Options granted under the 2018 Plan generally require no less than a two or four year ratable vesting period. Stock option activity for the year 2021 is summarized in the following table:


						Average
		Weighted		Weighted		Remaining
		Average Grant		Average		Vesting Period	Aggregate
	Outstanding	Date Fair Value		Exercise Price		(Years)	Intrinsic Value (2)
Outstanding Balance as of December 31, 2020	1,635,700	$	5.67	$	11.89	1.42	$	—
Granted	—		—
Exercised	—		—
Forfeited	(190,401)		5.97
Expired	—		—
Outstanding Balance as of December 31, 2021 (1)	1,445,299	$	5.63	$	11.78	0.69	$	—

(1) 569,880 of the outstanding options are exercisable as of December 31, 2021.

(2) Exercise prices of all of the outstanding options as of December 31, 2021 were higher than the market price of the shares of the Company. Therefore, aggregate intrinsic value was zero.

As of December 31, 2021, there was approximately $1.4 million of total unrecognized compensation expense related to non-vested restricted stock unit awards and stock option awards under the 2018 Plan, which will be recognized over the respective service period. Stock-based compensation expense is recorded within Selling, general, and administrative expenses. The Company incurred total compensation expense of $2.7 million, $2.8 million, and $7.8 million related to restricted stock unit awards and stock option awards under the 2013 Plan and 2018 Plan awards for the years ended December 31, 2021, 2020, and 2019, respectively.

Market Performance Units

On September 14, 2021, the Company granted its Executive Chairman performance units with a market performance condition, which are notional units representing the right to receive one share of Common Stock (or the cash value of one share of Common Stock). Until such time that the Company obtained the approval of the stockholders of the Company regarding an increase to the number of shares authorized for issuance under its 2018 Plan in accordance with Nasdaq Listing Rule 5635(a), these performance units would be settled in cash, and following such shareholder approval, at the election of the compensation committee of the Company, might be settled in cash or in shares of Common Stock. The performance units provide that until an increase to the share reserve is approved, such performance

units are subject to the terms and conditions of the 2018 Plan as though granted thereunder, but not be considered an award that is outstanding under the plan, and following such time that the plan amendment is approved, constitute an award under the 2018 Plan.

Fifty percent of the performance units covered by the award will vest if, at any time during the period commencing September 14, 2021 and ending June 30, 2024, the volume weighted average of the reported closing price of the Company’s Common Stock is $10 per share or greater on (x) 60 consecutive trading days or (y) 90 non-consecutive trading days in any 180 day period (the “Tranche 1”). In addition, the remaining 50% of the performance units will vest if, at any time during the period commencing September 14, 2021 and ending June 30, 2025, the volume weighted average of the reported closing prices of the Company’s Common Stock is $20 per share or greater on (x) 60 consecutive trading days or (y) 90 non-consecutive trading days in any 180 day period (the “Tranche 2”). Any Tranche 1 and Tranche 2 units that are not earned by June 30, 2024 and June 30, 2025 (the “Expiration date”), respectively, will be forfeited for no consideration and will no longer be eligible to vest. In addition, if a change in control occurs prior to the applicable expiration date, if the performance units are assumed by the acquirer, the units will remain outstanding and eligible to vest based solely on his continued service to the Company. If in connection with such change in control the performance units are not assumed by an acquirer, a number of performance units will vest based on the per share price paid in the transaction, with 0% vesting if the per share price is equal to or less than $2.00 per share, and 100% of the Tranche 1 vesting if the per share price is equal to or greater than $10 and 100% of the Tranche 2 vesting if the per share price is equal to or greater than $20, and a number of Tranche 1 and Tranche 2 vesting determined based on a straight line interpolation if the share price is between $2.00 and $10.00 or $20.00, respectively. In addition, if there is a change in control that is principally negotiated and approved by, and recommended to the Company’s shareholders by, a special committee of independent directors which committee does not include the Executive Chairman, and neither he nor any of his affiliates is directly or indirectly an equity holder of the acquiring Company, and the Tranche 1 are not assumed by an acquirer in connection with such transaction, all of his then unvested Tranche 1 will vest, and the Tranche 2 would be eligible for the pro rata vesting described above. The Executive Chairman will remain eligible to earn his performance units so long as he remains employed with the Company as Executive Chairman through December 31, 2023 and following such date he remains engaged with the Company in any capacity, including as a non-employee director.

On December 31, 2021, the Company obtained the approval of the stockholders of the Company for the 2018 Plan amendment regarding an increase to the number of shares authorized for issuance under its 2018 Plan. After approval of the amended and restated 2018 Plan, the performance units are an award that is outstanding under the amended and restated 2018 Plan. Therefore, the performance units may be settled in cash or in shares of Common Stock of the Company at the election of the compensation committee of the Company.

The fair value of the awards was determined to be $1.48 and $1.51 for Tranche 1 and Tranche 2, respectively, on the grant date by application of the Monte Carlo simulation model. Until December 31, 2021, the performance units were cash-settled awards and therefore accounted for as a liability classified award. On December 31, 2021, upon the approval of the amended and restated 2018 Plan, the performance units may be settled in cash or in shares of Common Stock of the Company at the election of the compensation committee of the Company, therefore the award was reclassified to equity. On December 31, 2021, the modification date fair value of the awards was determined to be $0.44 and $0.47 for Tranche 1 and Tranche 2, respectively, by application of the Monte Carlo simulation model.

The following table summarizes the activity for the market performance restricted stock units for the year ended December 31, 2021:


				Weighted Average
		Weighted		Period Over
	Number	Average		Which Expected
	of Units	Fair Value		to be Recognized
Outstanding Balance as of December 31, 2020	—	$	—	—
Granted	8,500,000		1.50
Forfeited	—		—
Vested	—		—
Outstanding Balance as of December 31, 2021	8,500,000	$	0.46	2.98

As of December 31, 2021, there was approximately $2.7 million of total unrecognized compensation expense related to non-vested performance unit awards, which will be recognized over the remaining requisite service period. We recognized $1.2 million compensation expense associated with the performance unit award for the year ended December 31, 2021.

Stockholders' Equity

12 Months Ended

Dec. 31, 2021

Stockholders' Equity

Stockholders' Equity

17. Stockholders’ Equity

The following description summarizes the material terms and provisions of the securities that the Company has authorized.

Common Stock

The Company is authorized to issue 1,600,000,000 shares of Common Stock. Except as otherwise required by law or as otherwise provided in any certificate of designation for any series of preferred stock or as provided for in the Director Nomination Agreements, the holders of our Common Stock possess all voting power for the election of our board of directors and all other matters requiring stockholder action and will at all times vote together as one class on all matters submitted to a vote of Exela stockholders. Holders of our Common Stock are entitled to one vote per share on matters to be voted on by stockholders. Holders of our Common Stock will be entitled to receive such dividends and other distributions, if any, as may be declared from time to time by the board of directors in its discretion out of funds legally available therefor and shall share equally on a per share basis in such dividends and distributions. The holders of the Common Stock have no conversion, preemptive or other subscription rights and there are no sinking fund or redemption provisions applicable to the Common Stock. During fiscal 2021, 511,939 shares of Series A Preferred Stock were converted into 223,977 shares of Common Stock. As of December 31, 2021 and December 31, 2020, there were 265,194,961 and 49,242,225 shares outstanding, respectively.

Reverse Stock Split

On January 25, 2021, we effected a one-for-three reverse split (the “Reverse Stock Split”) of our issued and outstanding shares of Common Stock. As a result of the Reverse Split every three (3) shares of Common Stock issued and outstanding were automatically combined into one (1) share of issued and outstanding Common Stock, without any change in the par value per share. All information related to Common Stock, stock options, restricted stock units, warrants and earnings per share have been retroactively adjusted to give effect to the Reverse Stock Split for all periods presented. Giving effect to the Reverse Split the Company’s issued and outstanding stock decreased from 147,511,430 to 49,242,225 as of December 31, 2020.

Common Stock At-The-Market Sales Program

On May 27, 2021, the Company entered into an At Market Issuance Sales Agreement (“First ATM Agreement”) with B. Riley Securities, Inc. (“B. Riley”) and Cantor Fitzgerald & Co. (“Cantor”), as distribution agents under which the Company may offer and sell shares of the Company’s Common Stock from time to time through the Distribution Agents, acting as sales agent or principal. On September 30, 2021, the Company entered into a second At

Market Issuance Sales Agreement with B. Riley, BNP Paribas Securities Corp., Cantor, Mizuho Securities USA LLC and Needham & Company, LLC, as distribution agents (together with the First ATM Agreement, the “ATM Agreement”).

Sales of the shares of Common Stock under the ATM Agreement, will be in “at the market offerings” as defined in Rule 415 under the Securities Act, including, without limitation, sales made directly on or through the Nasdaq or on any other existing trading market for the Common Stock, as applicable, or to or through a market maker or any other method permitted by law, including, without limitation, negotiated transactions and block trades. Shares of Common Stock sold under the ATM Agreement are offered pursuant to the Company’s Registration Statement on Form S-3 (File No. 333-255707), filed with the SEC on May 3, 2021, and declared effective on May 12, 2021 (the “2021 Registration Statement”), and the prospectus dated May 12, 2021 included in the 2021 Registration Statement and the related prospectus supplements for sales of shares of Common Stock as follows:

Supplement	Period	Number of Shares Sold	Weighted Average Price Per Share	Gross Proceeds	Net Proceeds
Prospectus supplement dated May 27, 2021 with an aggregate offering price of up to $100 million (“Common ATM Program–1”)	May 28, 2021 and through July 1, 2021	49,423,706	$2.008	$99.3 million	$95.7 million
Prospectus supplement dated June 30, 2021 with an aggregate offering price of up to $150 million (“Common ATM Program–2”)	June 30, 2021 and through September 2, 2021	57,580,463	$2.603	$149.9 million	$144.4 million
Prospectus supplement dated September 30, 2021 with an aggregate offering price of up to $250.0 million (“Common ATM Program–3”)	October 6, 2021 through December 31, 2021	98,594,447	$1.327	$130.8 million	$126.4 million

Preferred Stock

The Company is authorized to issue 20,000,000 shares of preferred stock with such designations, voting and other rights and preferences as may be determined from time to time by the board of directors. At December 31, 2021 and December 31, 2020, the Company had 2,778,111 shares and 3,290,050 shares of Series A Preferred Stock outstanding, respectively. The par value of the Series A Preferred Stock is $0.0001 per share. Each share of Series A Preferred Stock is convertible at the holder’s option, at any time into the number of shares of Common Stock determined as of the date of conversion using a certain conversion formula that takes into account the amount of Liquidation Preference per share as adjusted for accrued but unpaid dividends, as described below. As of December 31, 2021, after taking into account the effect of the Reverse Stock Split, each outstanding shares of Series A Preferred Stock was convertible into 0.4713 shares of Common Stock using this conversion formula. Accordingly, as of December 31, 2021, 1,309,187 shares of Common Stock were issuable upon conversion of the remaining 2,778,111 shares of Series A Preferred Stock.

Holders of the Series A Preferred Stock are entitled to receive cumulative dividends at a rate per annum of 10% of the dollar amount of per share liquidation preference (plus accumulated but unpaid dividends, the “Liquidation Preference”) per share of Series A Preferred Stock, paid or accrued quarterly in arrears. From the issue date through December 31, 2021 the amount of all accrued but unpaid dividends on the Series A Preferred Stock have been added to the Liquidation Preference. The Company shall add the amount of all accrued but unpaid dividends on each quarterly dividend payment date to the Liquidation Preference, except to the extent the Company elects to make all or any portion of such payment in cash on or prior to the applicable dividend payment date, in which case, the amount of the accrued but unpaid dividends that is added to the Liquidation Preference shall be reduced on a dollar-for-dollar basis by the amount of any such cash payment. The Company is not required to make any payment or allowance for unpaid

dividends, whether or not in arrears, on converted shares of Series A Preferred Stock or for dividends on the shares of Common Stock issued upon conversion of such shares. The dividend accumulation for the years ended December 31, 2021 and 2020 was $1.6 million and $1.3 million, respectively as reflected on the Consolidated Statement of Operations. As of December 31, 2021, the total accumulated but unpaid dividends on the Series A Preferred Stock since inception on July 12, 2017 was $12.3 million. The per share average of cumulative preferred dividends is $4.4.

In addition, holders of the Series A Preferred Stock will participate in any dividend or distribution of cash or other property paid in respect of the Common Stock pro rata with the holders of the Common Stock (other than certain dividends or distributions that trigger an adjustment to the conversion rate, as described in the Certificate of Designations), as if all shares of Series A Preferred Stock had been converted into Common Stock immediately prior to the date on which such holders of the Common Stock became entitled to such dividend or distribution.

Treasury Stock

On November 8, 2017, the Company’s board of directors authorized a share buyback program (the “Share Buyback Program”), pursuant to which the Company was permitted to purchase up to 1,666,667 shares of Common Stock. The Share Buyback Program has expired. As of December 31, 2021, 929,049 shares had been repurchased under the Share Buyback Program and they are held in treasury stock. The Company records treasury stock using the cost method.

During the first quarter of 2020, 1,523,578 shares of Common Stock were returned to the Company by Ex-Sigma 2 in connection with the Appraisal Action. These shares are also included in treasury stock.

Warrants

At December 31, 2021, there were warrants outstanding to purchase 15,565,152 shares of our Common Stock, consisting of 35,000,000 warrants to purchase one-sixth of one share outstanding from our 2015 IPO and 9,731,819 warrants to purchase one share from the private placement that was completed in March 2021.

IPO Warrants

As part of its IPO, Quinpario had issued 35,000,000 units comprising one share of Common Stock and one warrant of which 34,986,302 have been separated from the original unit and 13,698 warrants remain an unseparated part of the originally issued units (the Common Stock included in these originally issued units (adjusted to reflect the Reverse Split) have been accounted for in the number of shares of Common Stock outstanding referred to above). The warrants traded on the OTC Pink under the symbol “XELAW” as of December 31, 2021.

Each IPO warrant entitles the holder to purchase one-sixth of one share of Common Stock at a price of $5.75 per one-sixth share ($34.50 per whole share). IPO Warrants may be exercised only for a whole number of shares of Common Stock. No fractional shares will be issued upon exercise of the warrants. Each IPO warrant is currently exercisable and will expire July 12, 2022 (five years after the completion of the Novitex Business Combination), or earlier upon redemption.

The Company may call the IPO warrants for redemption at a price of $0.01 per warrant upon a minimum of 30 days’ prior written notice of redemption, if, and only if, the last sales price of the shares of Common Stock equals or exceeds $72.00 per share for any 20 trading days within a 30 trading day period (the “30-day trading period”) ending three business days before the Company sends the notice of redemption, and if, and only if, there is a current registration statement in effect with respect to the shares of Common Stock underlying such warrants commencing five business days prior to the 30-day trading period and continuing each day thereafter until the date of redemption.

Private Placement of Unregistered Shares and Warrants

On March 15, 2021, the Company, entered into a securities purchase agreement with certain accredited institutional investors pursuant to which the Company issued and sold to ten accredited institutional investors in a private

placement an aggregate of 9,731,819 unregistered shares of the Company’s Common Stock at a price of $2.75 per share and an equal number of warrants, generating gross proceeds to the Company of $26.8 million. Cantor Fitzgerald acted as underwriter in connection with such sale of unregistered securities and received a placement fee of 5.5% of gross proceeds in connection with such service. In selling the shares without registration, the Company relied on exemptions from registration available under Section 4(a)(2) of the Securities Act of 1933 and Rule 506 promulgated thereunder. The shares of Common Stock sold together with these warrants are included in the Company’s calculation of total shares outstanding. The Company filed a registration statement on Form S-3 on May 3, 2021 that registered these shares and the shares underlying these private placement warrants.

Each private placement warrant entitles the holder to purchase one share of Common Stock, at an exercise price of $4.00 per share and will expire on September 19, 2026. The private placement warrants are not traded as of December 31, 2021 and are not subject to redemption by the Company.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

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+ Details

Related-Party Transactions

12 Months Ended

Dec. 31, 2021

Related-Party Transactions

Related-Party Transactions

18. Related-Party Transactions

Relationship with HandsOn Global Management

The Company incurred reimbursable travel expenses to HOVS LLC and HandsOn Fund 4 I, LLC (collectively, together with certain affiliated entities controlled by HandsOn Global Management LLC, “HGM”) of less than $0.1 million, $0.1 million and $0.6 million for the years ended December 31, 2021, 2020 and 2019, respectively. As of December 31, 2021, HGM beneficially owned approximately 9.2% of the Company’s Common Stock, including shares controlled pursuant to voting agreements (as described below) and shares issuable upon conversion of Series A Preferred Stock. Certain members of our Board of Directors, including our Executive Chairman, are also affiliated with HGM.

Pursuant to a master agreement dated January 1, 2015 between Rule 14, LLC and a subsidiary of the Company, the Company incurs marketing fees to Rule 14, LLC, a portfolio company of HGM. Similarly, the Company is party to ten master agreements with entities affiliated with HGM’s managed funds, each of which were entered into during 2015 and 2016. Each master agreement provides the Company with use of certain technology and includes a reseller arrangement pursuant to which the Company is entitled to sell these services to third parties. Any revenue earned by the Company in such third-party sale is shared 75%/25% with each of HGM’s venture affiliates in favor of the Company. The brands are Zuma, Athena, Peri, BancMate, Spring, Jet, Teletype and CourtQ. The Company has the license to use and resell such brands, as described in the applicable master service agreements. The Company incurred fees relating to these agreements of $5.7 million, $1.9 million, and $1.0 million for the years ended December 31, 2021, 2020 and 2019, respectively.

Certain operating companies lease their operating facilities from HOV RE, LLC and HOV Services Limited, which are affiliates under common control with HGM. The rental expense for these operating leases was $0.2 million, $0.2 million, and $0.4 million for the years ended December 31, 2021, 2020, and 2019, respectively. In addition, HOV Services, Ltd. Provides the Company data capture and technology services. The expense recognized for these services was approximately $1.3 million, $1.4 million, and $1.5 million for the years ended December 31, 2021, 2020, and 2019, respectively. These expenses are included in cost of revenue in the consolidated statements of operations.

Certain premium payments, secondary offering fees and legal expenses were reimbursed to Ex-Sigma 2 pursuant to the terms of the Consent, Waiver and Amendment dated June 15, 2017, by and among the Company, Quinpario Merger Sub I, Inc., Quinpario Merger Sub II, Inc., SourceHOV, Novitex, Novitex Parent, L.P., Ex Sigma LLC, HOVS LLC and HandsOn Fund 4 I, LLC, amending the Novitex Business Combination agreement (the “Consent, Waiver and Amendment”). These expenses are included in related party expense in the consolidated statements of operations. The Company recorded related party expenses of $1.7 million during the year ended December 31, 2019 related to the Company’s obligation to reimburse Ex-Sigma 2 for premium payments on the $55.8 million margin loan obtained by Ex-Sigma 2 to purchase additional common and preferred shares from the Company to help meet the minimum cash requirements needed to close the Novitex Business Combination (the “Margin Loan”). The Company recorded related party expenses of $2.1 million for the year ended December 31, 2019 for reimbursable expenses related to secondary offerings of shares by Ex-Sigma 2, the proceeds of which were used to repay the Margin Loan. The reimbursement payments were made in the second half of 2019. The Company recorded related party expenses of $0.3

million and $0.6 million for the years ended December 31, 2020 and 2019, respectively, for reimbursable legal expenses of Ex-Sigma 2.

The Company made payments totaling $5.6 million to Ex-Sigma 2 during the fourth quarter of 2019. Separately, the Company determined it was obligated to reimburse premium payments of $6.9 million made by Ex-Sigma 2 on the Margin Loan under the terms of the Consent, Waiver and Amendment. Pursuant to a written settlement agreement entered into in June 2020, Ex-Sigma, SourceHOV and the Company agreed that the $5.6 million of payments made during the fourth quarter of 2019 would be accepted to fully discharge the Company’s obligation to reimburse Ex-Sigma 2 for the $6.9 million of premium payments. The Company recorded the difference of $1.3 million between the obligation amount and the settlement amount as an increase to additional paid in capital in the consolidated statements of stockholders’ deficit for the year ended December 31, 2020.

In addition, in October 2019, the Company awarded $6.3 million in bonuses to certain employees who were also indirect equity holders of Ex-Sigma 2 through their holdings of Ex-Sigma that had been issued upon the vesting of RSUs granted under the 2013 Plan. Ex-Sigma 2 pledged all of its capital stock in the Company as collateral for the Margin Loan. The Company remitted the net amount of $4.6 million (after withholding payroll taxes of $1.7 million) toward the outstanding balance on the Margin Loan in order to benefit such employees. The bonus amount remitted by the Company was originally determined by Ex-Sigma management based on such employees’ over-all equity ownership of Ex-Sigma. Following payment in full of the Margin Loan, during the first quarter of 2020, Ex-Sigma 2 distributed the shares of the Company’s capital stock held by it to its sole equity holder, Ex-Sigma, who distributed the shares to its equity holders, including the bonus recipients. Many recipients of these shares have entered into voting agreements in respect of those shares with HGM. These bonus payments were not processed or approved according to the Company’s internal control policies. In May 2020, each employee that received the bonus countersigned an authorization letter confirming their authorization for the Company to remit the amount of their net bonus to pay a portion of the Margin Loan. The Company recorded the $6.3 million bonus payments as compensation expense in selling, general and administrative expenses in the accompanying statements of operations for the year ended December 31, 2019.

Consulting Agreement

The Company receives services from Oakana Holdings, Inc. The Company and Oakana Holdings, Inc. are related through a family relationship between certain shareholders and the president of Oakana Holdings, Inc. The expense recognized for these services was approximately $0.2 million, $0.2 million and $0.2 million for the years ended December 31, 2021, 2020 and 2019, respectively.

Subscription Agreements

During November 2021 and December 2021, the Company entered into separate subscription agreements with five of its directors. Pursuant to these subscription agreements, the Company issued and sold 62,500, 158,730, 63,492, 79,365 and 39,682 shares of Common Stock of the Company to Sharon Chadha, Par Chadha, Martin Akins, J. Coley Clark and John Rexford, respectively, for a purchase price of $0.1 million, $0.2 million, less than $0.1 million, $0.1 million and less than $0.1 million, respectively.

Relationship with Apollo Global Management, LLC

The Company provided services to and received services from certain Apollo Global Management, LLC (“Apollo”) affiliated companies. Funds managed by Apollo held the second largest position in our Common Stock following the Novitex Business Combination and had the right to designate two of the Company’s directors pursuant to a director nomination agreement. Apollo has announced that its affiliated funds ceased being shareholders on March 11, 2020. The Company excluded disclosure of transactions related to Apollo after March 31, 2020 as the related party relationship with Apollo ceased during the first quarter of 2020.

On November 18, 2014, one of the Company’s subsidiaries entered into a master services agreement with an indirect wholly owned subsidiary of Apollo. Pursuant to this master services agreement, the Company provided printer supplies and maintenance services, including toner maintenance, training, quarterly business review and printer

procurement. The Company recognized revenue of $0.1 million and $0.6 million under this agreement for the years ended December 31, 2020 and 2019, respectively, in its consolidated statements of operations.

In April 2016, one of the Company’s subsidiaries entered into a master services agreement with Presidio Networked Solutions Group, LLC (“Presidio Group”), a wholly owned subsidiary of Presidio, Inc., a portion of which is owned by affiliates of Apollo. Pursuant to this master services agreement, Presidio Group provided the Company with employees, subcontractors, and/or goods and services. For the years ended December 31, 2020 and 2019 there were related party expenses of $0.2 million and $1.0 million, respectively, for this service.

On January 18, 2017, one of the Company’s subsidiaries entered into a master purchase and professional services agreement with Caesars Enterprise Services, LLC (‘‘Caesars’’). Caesars is controlled by investment funds affiliated with Apollo. Pursuant to this master purchase and professional services agreement, the Company provided managed print services to Caesars, including general equipment operation, supply management, support services and technical support. The Company recognized revenue of $0.9 million and $4.4 million for years ended December 31, 2020 and 2019.

On May 5, 2017, one of the Company’s subsidiaries entered into a master services agreement with ADT LLC. ADT LLC is controlled by investment funds affiliated with Apollo. Pursuant to this master services agreement, the Company provided ADT LLC with mailroom and onsite mail delivery services at an ADT LLC office location and managed print services, including supply management, equipment maintenance and technical support services. The Company recognized revenue of $0.3 million and $1.2 million in our consolidated statements of operations from ADT LLC under this master services agreement for the years ended December 31, 2020 and 2019.

On July 20, 2017, one of the Company’s subsidiaries entered into a master services agreement with Diamond Resorts Centralized Services Company. Diamond Resorts Centralized Services Company is controlled by investment funds affiliated with Apollo. Pursuant to this master services agreement, the Company provided commercial print and promotional product procurement services to Diamond Resorts Centralized Services Company, including sourcing, inventory management and fulfillment services. The Company recognized revenue of $0.9 million and $5.4 million for the year ended December 31, 2020 and 2019 and cost of revenue of less than $0.1 million for each of the years ended December 31, 2020 and 2019 from Diamond Resorts Centralized Services Company under this master services agreement.

Payable and Receivable/Prepayment Balances with Affiliates

Payable and receivable/prepayment balances with affiliates as of December 31, 2021 and December 31, 2020 are as follows below:


	December 31, 2021				December 31, 2020
	Receivables and Prepaid Expenses		Payables		Receivables and Prepaid Expenses		Payables
HOV Services, Ltd	$	708	$	—	$	711	$	—
Rule 14		—		1,483		—		44
HGM		7		—		—		52
Oakana		—		1		—		1
	$	715	$	1,484	$	711	$	97

Segment and Geographic Area Information

12 Months Ended

Dec. 31, 2021

Segment and Geographic Area Information

Segment and Geographic Area Information

19. Segment and Geographic Area Information

The Company’s operating segments are significant strategic business units that align its products and services with how it manages its business, approaches the markets and interacts with its clients. The Company is organized into three segments: ITPS, HS, and LLPS.

ITPS: The ITPS segment provides a wide range of solutions and services designed to aid businesses in information capture, processing, decisioning and distribution to customers primarily in the financial services, commercial, public sector and legal industries.

HS: The HS segment operates and maintains a consulting and outsourcing business specializing in both the healthcare provider and payer markets.

LLPS: The LLPS segment provides a broad and active array of legal services in connection with class action, bankruptcy labor, claims adjudication and employment and other legal matters.

The chief operating decision maker reviews segment profit to evaluate operating segment performance and determine how to allocate resources to operating segments. “Segment profit” is defined as revenue less cost of revenue (exclusive of depreciation and amortization). The Company does not allocate Selling, general, and administrative expenses, depreciation and amortization, interest expense and sundry, net. The Company manages assets on a total company basis, not by operating segment, and therefore asset information and capital expenditures by operating segments are not presented. A reconciliation of segment profit to net loss before income taxes is presented below.


		Year ended December 31, 2021
	ITPS		HS		LLPS		Total
Revenue	$	874,126	$	217,839	$	74,641	$	1,166,606
Cost of revenue (exclusive of depreciation and amortization)		672,191		163,445		53,459		889,095
Segment profit		201,935		54,394		21,182		277,511
Selling, general and administrative expenses (exclusive of depreciation and amortization)								169,781
Depreciation and amortization								77,150
Related party expense								9,191
Interest expense, net								168,048
Debt modification and extinguishment costs (gain), net								(16,689)
Sundry expense, net								363
Other expense, net								401
Net loss before income taxes							$	(130,734)


		Year ended December 31, 2020
	ITPS		HS		LLPS		Total
Revenue	$	1,005,043	$	219,047	$	68,472	$	1,292,562
Cost of revenue (exclusive of depreciation and amortization)		815,013		159,917		48,614		1,023,544
Segment profit		190,030		59,130		19,858		269,018
Selling, general and administrative expenses (exclusive of depreciation and amortization)								186,104
Depreciation and amortization								93,953
Related party expense								5,381
Interest expense, net								173,878
Debt modification and extinguishment costs (gain), net								9,589
Sundry income, net								(153)
Other income, net								(34,788)
Net loss before income taxes							$	(164,946)


		Year ended December 31, 2019
	ITPS		HS		LLPS		Total
Revenue	$	1,234,284	$	256,721	$	71,332	$	1,562,337
Cost of revenue (exclusive of depreciation and amortization)		1,001,655		180,045		43,035		1,224,735
Segment profit		232,629		76,676		28,297		337,602
Selling, general and administrative expenses (exclusive of depreciation and amortization)								198,864
Depreciation and amortization								100,903
Impairment of goodwill and other intangible assets								349,557
Related party expense								9,501
Interest expense, net								163,449
Debt modification and extinguishment costs (gain), net								1,404
Sundry expense, net								969
Other expense, net								14,429
Net loss before income taxes							$	(501,474)

The following table presents revenues by principal geographic area where the Company’s customers are located for the years ended December 31, 2021, 2020, and 2019.


	Years ended December 31,
	2021		2020		2019
United States	$	941,985	$	1,057,006	$	1,286,678
EMEA		205,772		213,418		248,466
Other		18,849		22,138		27,193
Total Consolidated Revenue	$	1,166,606	$	1,292,562	$	1,562,337

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
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+ Details

Unaudited Quarterly Financial Data

12 Months Ended

Dec. 31, 2021

Selected Quarterly Financial Results (Unaudited)

Selected Quarterly Financial Results (Unaudited)

20. Selected Quarterly Financial Results (Unaudited)

The following tables show a summary of the Company’s quarterly financial information for each of the four quarters of 2021 and 2020 (dollars in thousands, except per share data):


	Q1 2021		Q2 2021		Q3 2021		Q4 2021
Revenue:
ITPS	$	231,875	$	217,260	$	208,304	$	216,687
HS		51,093		56,204		53,995		56,547
LLPS		17,088		19,545		16,930		21,078
Total Revenue		300,056		293,009		279,229		294,312

Cost of revenue:
ITPS		185,502		156,669		157,721		172,299
HS		35,818		38,973		41,945		46,709
LLPS		11,267		13,438		12,065		16,689
Cost of revenue (exclusive of depreciation and amortization)		232,587		209,080		211,731		235,697

Selling, general and administrative expenses (exclusive of depreciation and amortization)		41,885		36,390		43,244		48,262
Depreciation and amortization		19,599		19,420		19,094		19,037
Related party expense		1,707		2,748		2,744		1,992
Operating income (loss)		4,278		25,371		2,416		(10,676)

Other expense (income), net:
Interest expense, net		43,131		42,867		41,757		40,293
Debt modification and extinguishment costs (gain)		—		—		(28,070)		11,381
Sundry expense (income), net		213		(787)		136		801
Other expense (income), net		152		651		366		(768)
Net loss before income taxes		(39,218)		(17,360)		(11,773)		(62,383)
Income tax (expense) benefit		18		(2,007)		(1,441)		(8,226)
Net loss		(39,200)		(19,367)		(13,214)		(70,609)
Cumulative dividends for Series A Preferred Stock		896		(798)		(822)		(852)
Net loss attributable to common stockholders	$	(38,304)	$	(20,165)	$	(14,036)	$	(71,461)
Weighted average outstanding common shares (Refer to Net Loss per Share discussion in Note 2)		50,646,482		61,474,020		150,655,012		207,150,475
Earnings per share:
Basic and diluted	$	(0.76)	$	(0.33)	$	(0.09)	$	(0.34)


	Q1 2020		Q2 2020		Q3 2020		Q4 2020
Revenue:
ITPS	$	284,112	$	243,029	$	234,365	$	243,537
HS		64,049		49,166		54,209		51,623
LLPS		17,290		15,527		16,706		18,949
Total Revenue		365,451		307,722		305,280		314,109

Cost of revenue:
ITPS		235,120		195,835		183,671		200,387
HS		44,931		36,148		39,444		39,394
LLPS		12,488		9,805		11,107		15,214
Cost of revenue (exclusive of depreciation and amortization)		292,539		241,788		234,222		254,995

Selling, general and administrative expenses (exclusive of depreciation and amortization)		50,374		47,014		42,837		45,879
Depreciation and amortization		23,185		22,847		22,095		25,826
Related party expense		1,551		1,146		1,360		1,324
Operating income (loss)		(2,198)		(5,073)		4,766		(13,915)

Other expense (income), net:
Interest expense, net		41,588		44,440		43,612		44,238
Debt modification and extinguishment costs (gain)		—		—		—		9,589
Sundry expense (income), net		1,082		(899)		(434)		98
Other expense, net		(34,657)		(584)		(10,414)		10,867
Net loss before income taxes		(10,211)		(48,030)		(27,998)		(78,707)
Income tax (expense) benefit		(2,459)		(661)		(320)		(10,144)
Net loss		(12,670)		(48,691)		(28,318)		(88,851)
Cumulative dividends for Series A Preferred Stock		1,440		(858)		(976)		(915)
Net loss attributable to common stockholders	$	(11,230)	$	(49,549)	$	(29,294)	$	(89,766)
Weighted average outstanding common shares (Refer to Net Loss per Share discussion in Note 2)		49,065,055		49,169,556		49,170,477		49,172,037
Earnings per share:						—
Basic and diluted	$	(0.23)	$	(1.01)	$	(0.60)	$	(1.82)

Restatement of Previously Issued Financial Statements

12 Months Ended

Dec. 31, 2021

Restatement of Previously Issued Financial Statements

Restatement of Previously Issued Financial Statements

21. Restatement of Previously Issued Financial Statements

The Company concluded it should restate its previously issued financial statements by amending its Annual Report on Form 10-K, filed with the SEC on March 16, 2022 (the “Original Report”), to update the Company’s assessment of its ability to continue as a going concern as of such filing date of the year-end financial statements for the period ending December 31, 2021. This restatement resulted in a restatement of Note 2 (for the going concern assessment), Note 11 (to reclassify the Securitization Facility from long-term to current) and Note 15 (to update the carrying amount and fair value of long-term debt) to the Consolidated Financial Statements for the year ended December 31, 2021 and the restated of consolidated balance sheet as at December 31, 2021. There was no impact of the restatement on our consolidated balance sheets as of December 31, 2020, consolidated statements of operations for the years ended December 31, 2021, 2020, and 2019, consolidated statements of comprehensive loss for the years ended December 31, 2021, 2020, and 2019, consolidated statements of stockholders’ deficit for the years ended December 31, 2021, 2020, and 2019 and consolidated statements of cash flows for the years ended December 31, 2021, 2020, and 2019 or to such statements in any interim reports.

Exela Technologies, Inc. and Subsidiaries

Consolidated Balance Sheets

(in thousands of United States dollars except share and per share amounts)


	As of December 31, 2021
	As Previously		Restatement
	Reported		Adjustment		As Restated
Assets
Current assets
Cash and cash equivalents	$	20,775	$	—	$	20,775
Restricted cash		27,285		—		27,285
Accounts receivable, net of allowance for doubtful accounts of $6,049		184,102		—		184,102
Related party receivables and prepaid expenses		715		—		715
Inventories, net		15,215		—		15,215
Prepaid expenses and other current assets		31,799		—		31,799
Total current assets		279,891		—		279,891
Property, plant and equipment, net of accumulated depreciation of $196,683		73,449		—		73,449
Operating lease right-of-use assets, net		53,937		—		53,937
Goodwill		358,323		—		358,323
Intangible assets, net		244,539		—		244,539
Deferred income tax assets		2,109		—		2,109
Other noncurrent assets		24,775		—		24,775
Total assets	$	1,037,023	$	—	$	1,037,023

Liabilities and Stockholders’ Equity (Deficit)
Liabilities
Current liabilities
Accounts payable	$	61,744	$	—	$	61,744
Related party payables		1,484		—		1,484
Income tax payable		3,551		—		3,551
Accrued liabilities		113,519		—		113,519
Accrued compensation and benefits		60,860		—		60,860
Accrued interest		10,075		—		10,075
Customer deposits		17,707		—		17,707
Deferred revenue		16,617		—		16,617
Obligation for claim payment		46,902		—		46,902
Current portion of finance lease liabilities		6,683		—		6,683
Current portion of operating lease liabilities		15,923		—		15,923
Current portion of long-term debts		144,828		91,947		236,775
Total current liabilities		499,893		91,947		591,840
Long-term debt, net of current maturities		1,104,399		(91,947)		1,012,452
Finance lease liabilities, net of current portion		9,156		—		9,156
Pension liabilities, net		28,383		—		28,383
Deferred income tax liabilities		11,594		—		11,594
Long-term income tax liabilities		3,201		—		3,201
Operating lease liabilities, net of current portion		41,170		—		41,170
Other long-term liabilities		5,999		—		5,999
Total liabilities		1,703,795		—		1,703,795
Commitments and Contingencies (Note 14)

Stockholders’ equity (deficit)
Common Stock, par value of $0.0001 per share; 1,600,000,000 shares authorized; 267,646,667 shares issued and 265,194,961 shares outstanding at December 31, 2021		37		—		37
Preferred stock, par value of $0.0001 per share; 20,000,000 shares authorized; 2,778,111 shares issued and outstanding at December 31, 2021		1		—		1
Additional paid in capital		838,853		—		838,853
Less: Common Stock held in treasury, at cost; 2,451,706 shares at December 31, 2021		(10,949)		—		(10,949)
Equity-based compensation		56,123		—		56,123
Accumulated deficit		(1,532,428)		—		(1,532,428)
Accumulated other comprehensive loss:		—
Foreign currency translation adjustment		(7,463)		—		(7,463)
Unrealized pension actuarial losses, net of tax		(10,946)		—		(10,946)
Total accumulated other comprehensive loss		(18,409)		—		(18,409)
Total stockholders’ deficit		(666,772)		—		(666,772)
Total liabilities and stockholders’ deficit	$	1,037,023	$	—	$	1,037,023

- Definition

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Subsequent Events

12 Months Ended

Dec. 31, 2021

Subsequent Events.

Subsequent Events

22. Subsequent Events

Common Stock At-The-Market Sales Program

During January 1, 2022 through March 15, 2022, we issued an aggregate of 131,798,802 shares of Common Stock under the Common ATM Program–3 at a weighted average price of $0.554 per share, generating gross proceeds of $73.0 million and net proceeds of $70.3 million, after offering expenses.

A portion of the proceeds from the ATM Program-3 will be used to satisfy the cash payment under the terms of the Revolver Exchange Agreement as discussed below.

Issuance of 2026 Notes

During January 1, 2022 through March 15, 2022, we sold $81,500,000 in aggregate of principal amount of the 2026 Notes generating net proceeds of $49.8 million.

A portion of the proceeds from the Issuance of the 2026 Notes will be used to satisfy the cash payment under the terms of the Revolver Exchange Agreement as discussed below.

Repayments on BRCC Facility

During January 2022, we repaid $22.7 million of outstanding principal amount under the BRCC Facility.

Revolving Credit Facility Exchange and Prepayment

On March 7, 2022, subsidiaries of the Company entered into a Revolving Loan Exchange and Prepayment Agreement with Royal Bank of Canada, Credit Suisse AG, Cayman Islands Branch, KKR Corporate Lending LLC, Granite State Capital Master Fund LP, Credit Suisse Loan Funding LLC and Revolvercap Partners Fund LP (the “Revolver Exchange Agreement”) exchanging $100.0 million of outstanding Revolving Credit Facility owed by Exela Intermediate LLC, a wholly owned subsidiary of the Company, upon the terms and subject to the conditions set forth in the Revolver Exchange Agreement, for (i) $50.0 million in cash, and (ii) $50.0 million of 2026 Notes.

The Company intends to use $50.0 million of the proceeds raised in ATM Program-3 and from the issuance of 2026 Notes from January 1, 2022 to March 15, 2022 and issue $50.0 million of the 2026 Notes to satisfy the exchange and prepayment obligation under the Revolver Exchange Agreement.

Share Exchange Offer

On March 11, 2022, the Company announced the final results of its offer to exchange shares of its Common Stock for its 6.00% Series B Cumulative Convertible Perpetual Preferred Stock (the “Series B Preferred Stock”), with each 20 shares of Common Stock being exchanged for one share of Series B Preferred Stock having a liquidation preference of $25.00 per share (the “Share Exchange Offer”). The Share Exchange Offer expired on March 10, 2022. Pursuant to the Share Exchange Offer, 18,006,560 shares of Common Stock were validly tendered for exchange and not withdrawn as of the expiration date. Based on the foregoing, Exela will exchange all such shares of Common Stock for a total of 900,328 shares of Series B Preferred Stock, without prorating. Exela will promptly issue the shares of Series B Preferred Stock to holders of validly tendered and accepted shares of Common Stock, which shares will be cancelled. Exela has filed an application to list the Series B Preferred Stock on the Nasdaq under the symbol “XelaP”.

Basis of Presentation and Summary of Significant Accounting Policies (Restated) (Policies)

12 Months Ended

Dec. 31, 2021

Basis of Presentation (Restated)

Principles of Consolidation

Use of Estimates in Preparation of the Financial Statements

Going Concern (Restated)

Going Concern

Going Concern Assessment as of March 16, 2022

The Company has undertaken and completed the following plans and actions to improve our available cash balances, liquidity or cash generated from operations:

●

settled Appraisal Action ($40 million having already been paid as of March 16, 2022)

●

completed the Revolver Exchange Agreement (see Note 22);

●

reduced indebtedness by $338.5 million during the year ended December 31, 2021

●

raised proceeds of $128.3 million from the sale of equity and debt during the period of January 1, 2022 to March 16, 2022

Going Concern Evaluation as of November 14, 2022

Segment Reporting

The Company consists of the following three segments:

Cash and Cash Equivalents

Obligation For Claim Payment

Obligation for Claim Payment

Accounts Receivable and Allowance for Doubtful Accounts

Inventories

Property, Plant and Equipment

Intangible Assets

Customer Relationships

Trade Names

Trademarks

Developed Technology

Capitalized Software Costs

Outsourced Contract Costs

Non-compete Agreements

Assembled Workforce

Impairment of Indefinite-Lived Assets

Impairment of Indefinite-Lived Assets

Impairment of Long-Lived Assets

Goodwill

Derivative Instruments and Hedging Activities


		December 31, 2020
Effective	Maturity	(In Millions)		Weighted Average
date	date	Notional Amount		Interest Rate
1/12/2018	1/12/2021	$	328.1	1.9275	%

Benefit Plan Accruals

Leases

Stock-Based Compensation

Revenue Recognition

Nature of Services

Disaggregation of Revenues

The following tables disaggregate revenue from contracts by geographic region and by segment for the years ended December 31, 2021, 2020, and 2019:


	Year Ended December 31,
	2021								2020								2019
		ITPS		HS		LLPS		Total		ITPS		HS		LLPS		Total		ITPS		HS		LLPS		Total
U.S.A.	$	649,505	$	217,839	$	74,641	$	941,985	$	769,487	$	219,047	$	68,472	$	1,057,006	$	958,625	$	256,721	$	71,332	$	1,286,678
EMEA		205,772		—		—		205,772		213,418		—		—		213,418		248,466		—		—		248,466
Other		18,849		—		—		18,849		22,138		—		—		22,138		27,193		—		—		27,193
Total	$	874,126	$	217,839	$	74,641	$	1,166,606	$	1,005,043	$	219,047	$	68,472	$	1,292,562	$	1,234,284	$	256,721	$	71,332	$	1,562,337

Contract Balances

The following table presents contract assets, contract liabilities and contract costs recognized at December 31, 2021 and 2020:


	December 31,		December 31,
	2021		2020
Accounts receivable, net	$	184,102	$	206,868
Deferred revenues		17,518		16,919
Customer deposits		17,707		21,277
Costs to obtain and fulfill a contract		2,328		3,295

Performance Obligations

We include reimbursements from customers, such as postage costs, in revenue, while the related costs are included in cost of revenue.

Transaction Price Allocated to the Remaining Performance Obligations


Estimated Remaining Fixed Consideration for Unsatisfied Performance Obligations

2022	$	42,700
2023		35,449
2024		31,126
2025		28,316
2026		570
2027 and thereafter		—
Total	$	138,161

Research and Development

Advertising

Advertising costs are expensed as incurred. Advertising expense for the years ended December 31, 2021, 2020, and 2019, were $0.4 million, $0.7 million, and $1.1 million, respectively.

Income Taxes

Loss Contingencies

Operations

Foreign Currency Translation

Beneficial Conversion Feature

Net Loss per Share


	Year Ended December 31,
	2021		2020		2019
Net loss attributable to common stockholders (A)	$	(143,966)	$	(179,839)	$	(512,425)
Weighted average common shares outstanding – basic and diluted (B)		118,001,162		49,144,429		48,572,979
Loss Per Share:
Basic and diluted (A/B)	$	(1.22)	$	(3.66)	$	(10.55)

Business Combinations

Fair Value Measurements

reported in one of the three levels, which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

Level 1 — quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 3 — unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability at fair value.

Refer to Note 15 — Fair Value Measurement for further discussion.

Concentration of Credit Risk

Concentration of Credit Risk

Recently Adopted Accounting Pronouncements

Recently Issued Accounting Pronouncements

COVID 19

Impact of COVID-19

Basis of Presentation and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2021

Basis of Presentation and Summary of Significant Accounting Policies (Restated)

Schedule of interest rate swap positions


		December 31, 2020
Effective	Maturity	(In Millions)		Weighted Average
date	date	Notional Amount		Interest Rate
1/12/2018	1/12/2021	$	328.1	1.9275	%

Schedule of disaggregated revenue from contracts by geographic region and by segment


	Year Ended December 31,
	2021								2020								2019
		ITPS		HS		LLPS		Total		ITPS		HS		LLPS		Total		ITPS		HS		LLPS		Total
U.S.A.	$	649,505	$	217,839	$	74,641	$	941,985	$	769,487	$	219,047	$	68,472	$	1,057,006	$	958,625	$	256,721	$	71,332	$	1,286,678
EMEA		205,772		—		—		205,772		213,418		—		—		213,418		248,466		—		—		248,466
Other		18,849		—		—		18,849		22,138		—		—		22,138		27,193		—		—		27,193
Total	$	874,126	$	217,839	$	74,641	$	1,166,606	$	1,005,043	$	219,047	$	68,472	$	1,292,562	$	1,234,284	$	256,721	$	71,332	$	1,562,337

Schedule of contract balances


	December 31,		December 31,
	2021		2020
Accounts receivable, net	$	184,102	$	206,868
Deferred revenues		17,518		16,919
Customer deposits		17,707		21,277
Costs to obtain and fulfill a contract		2,328		3,295

Schedule of estimated remaining fixed consideration for unsatisfied performance obligations


Estimated Remaining Fixed Consideration for Unsatisfied Performance Obligations

2022	$	42,700
2023		35,449
2024		31,126
2025		28,316
2026		570
2027 and thereafter		—
Total	$	138,161

Schedule of components of basic and diluted EPS


	Year Ended December 31,
	2021		2020		2019
Net loss attributable to common stockholders (A)	$	(143,966)	$	(179,839)	$	(512,425)
Weighted average common shares outstanding – basic and diluted (B)		118,001,162		49,144,429		48,572,979
Loss Per Share:
Basic and diluted (A/B)	$	(1.22)	$	(3.66)	$	(10.55)

Inventories (Tables)

12 Months Ended

Dec. 31, 2021

Inventories

Schedule of inventories


	December 31,
	2021		2020
Work in process	$	973	$	961
Finished goods		11,480		12,312
Supplies and parts		7,028		5,473
Less: Allowance for obsolescence		(4,266)		(4,432)
		15,215		14,314

Accounts Receivable (Tables)

12 Months Ended

Dec. 31, 2021

Accounts Receivable.

Schedule of accounts receivable, net


	December 31,
	2021		2020
Billed receivables	$	160,407	$	179,696
Unbilled receivables		22,570		23,210
Other		7,174		9,609
Less: Allowance for doubtful accounts		(6,049)		(5,647)
	$	184,102	$	206,868

Prepaid Expenses and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2021

Prepaid Expenses and Other Current Assets

Schedule of prepaid expenses and other current assets


	December 31,
	2021		2020
Prepaids	$	22,880	$	30,459
Deposits		8,919		632
	$	31,799	$	31,091

Leases (Tables)

12 Months Ended

Dec. 31, 2021

Leases

Schedule of balance sheet location

The Company’s ROU assets and lease liabilities as of December 31, 2021 and 2020 recorded on the consolidated balance sheet are as follows:


	December 31,		December 31,
	2021		2020
Balance sheet location:
Operating Lease
Operating lease right-of-use assets, net	$	53,937	$	68,861
Current portion of operating lease liabilities		15,923		18,349
Operating lease liabilities, net of current portion		41,170		56,814
Finance Lease
Finance lease right-of-use assets, net (included in property, plant and equipment, net)		8,918		17,164
Current portion of finance lease liabilities		6,683		12,231
Finance lease liabilities, net of current portion		9,156		13,287

Supplemental balance sheet information related to leases is as follows:


	December 31,		December 31,
	2021		2020
Weighted-average remaining lease term
Operating leases		4.3 Years		4.8 Years
Finance leases		2.4 Years		3.7 Years

Weighted-average discount rate
Operating leases		13.1%		11.9%
Finance leases		12.4%		10.7%

Schedule of maturities of operating lease liabilities



	Finance		Operating
	Leases		Leases
2022	$	8,288	$	22,028
2023		4,581		16,468
2024		3,902		12,813
2025		2,065		8,862
2026		203		7,073
2027 and thereafter		—		8,083
Total lease payments		19,039		75,327
Less: Imputed interest		(3,200)		(18,234)
Present value of lease liabilities	$	15,839	$	57,093

Schedule of maturities of finance lease liabilities



	Finance		Operating
	Leases		Leases
2022	$	8,288	$	22,028
2023		4,581		16,468
2024		3,902		12,813
2025		2,065		8,862
2026		203		7,073
2027 and thereafter		—		8,083
Total lease payments		19,039		75,327
Less: Imputed interest		(3,200)		(18,234)
Present value of lease liabilities	$	15,839	$	57,093

Schedule of cash paid and lease recognition



	Year Ended		Year Ended
	December 31, 2021		December 31, 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	25,950	$	34,193
Financing cash flows from finance leases		11,471		12,925
Right-of-use lease assets obtained in the exchange for lease liabilities:
Operating leases		6,507		23,644
Finance leases		3,270		4,372

Property, Plant and Equipment, Net (Tables)

12 Months Ended

Dec. 31, 2021

Property, Plant and Equipment, Net

Schedule of property, plant, and equipment, which include assets recorded under finance leases, are stated at cost less accumulated depreciation and amortization



	Estimated Useful Lives	December 31,
	(in Years)	2021		2020
Land	N/A	$	6,688	$	6,903
Buildings and improvements	7 – 40		20,268		20,688
Leasehold improvements	Shorter of life of improvement or lease term		36,289		39,797
Vehicles	5 – 7		311		337
Machinery and equipment	5 – 15		26,346		22,991
Computer equipment and software	3 – 8		102,746		99,434
Furniture and fixtures	5 – 15		8,478		8,599
Finance lease right-of-use assets	Shorter of life of the asset or lease term		69,006		82,862
			270,132		281,611
Less: Accumulated depreciation and amortization			(196,683)		(193,760)
Property, plant and equipment, net		$	73,449	$	87,851

Intangible Assets and Goodwill (Tables)

12 Months Ended

Dec. 31, 2021

Intangible Assets and Goodwill

Schedule of intangible assets


	Weighted Average	December 31, 2021
	Remaining Useful Life	Gross Carrying		Accumulated		Intangible
	(in Years)	Amount (a)		Amortization		Asset, net
Customer relationships	9.5	$	508,241	$	(316,084)	$	192,157
Developed technology	2.8		88,553		(87,612)		941
Trade names (b)	Indefinite-lived		8,400		(3,100)		5,300
Outsource contract costs	3.6		16,814		(14,486)		2,328
Internally developed software	3.2		49,108		(27,812)		21,296
Assembled workforce	1		4,473		(3,355)		1,118
Purchased software	12		26,749		(5,350)		21,399
Intangibles, net		$	702,338	$	(457,799)	$	244,539


	Weighted Average	December 31, 2020
	Remaining Useful Life	Gross Carrying		Accumulated		Intangible
	(in Years)	Amount (a)		Amortization		Asset, net
Customer relationships	10.2	$	508,485	$	(278,306)	$	230,179
Developed technology	3.4		88,553		(87,111)		1,442
Trade names (b)	Indefinite-lived		8,400		(3,100)		5,300
Outsource contract costs	3.3		16,331		(13,036)		3,295
Internally developed software	3.7		47,182		(20,152)		27,030
Assembled workforce	2		4,473		(2,237)		2,236
Purchased software	13		26,749		(3,567)		23,182
Intangibles, net		$	700,173	$	(407,509)	$	292,664

(a)	Amounts include intangibles acquired in business combinations and asset acquisitions.

(b)	The carrying amount of trade names for 2021 and 2020 is net of accumulated impairment losses of $44.1 million. Carrying amount of $5.3 million as at December 31, 2021 represents indefinite-lived intangible asset.

Schedule of estimated intangibles amortization expense


	Estimated
	Amortization
	Expense
2022	$	47,395
2023		38,619
2024		30,944
2025		23,416
2026		19,269
Thereafter		79,243
	$	238,886

Schedule of goodwill by reporting segment


	Balances as at January 1, 2020 (a)		Additions		Deletions		Impairments		Currency Translation Adjustments		Balances as at December 31, 2020 (a)
ITPS	$	254,120	$	—	$	—	$	—	$	10	$	254,130
HS		86,786		—		—		—		—		86,786
LLPS		18,865		—		—		—		—		18,865
Total	$	359,771	$	—	$	—	$	—	$	10	$	359,781

	Balances as at January 1, 2021 (a)		Additions		Deletions		Impairments		Currency Translation Adjustments		Balances as at December 31, 2021 (a)
ITPS	$	254,130	$	—	$	(825)	$	—	$	(633)	$	252,672
HS		86,786		—		—		—		—		86,786
LLPS		18,865		—		—		—		—		18,865
Total	$	359,781	$	—	$	(825)	$	—	$	(633)	$	358,323

(a)

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (h)
-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 350
-SubTopic 20
-Section 50
-Paragraph 1
-Subparagraph (c)
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Reference 3: http://www.xbrl.org/2009/role/commonPracticeRef
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-Section 50
-Paragraph 1
-Subparagraph (g)
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Reference 4: http://www.xbrl.org/2009/role/commonPracticeRef
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-URI https://asc.fasb.org/extlink&oid=121556970&loc=d3e13816-109267

+ Details

Accrued Liabilities and Other Long-Term Liabilities (Tables)

12 Months Ended

Dec. 31, 2021

Accrued Liabilities and Other Long-Term Liabilities

Schedule of accrued liabilities


	December 31,
	2021		2020
Accrued taxes (exclusive of income taxes)	$	9,858	$	12,953
Accrued lease exit obligations		36		270
Accrued professional and legal fees		29,119		33,897
Accrued appraisal action liability		63,422		60,654
Accrued legal reserve for pending litigation		8,046		15,146
Accrued transaction costs		2,305		2,739
Other accruals		733		740
	$	113,519	$	126,399

Schedule of other Long-term liabilities


	December 31,
	2021		2020
Deferred revenue	$	901	$	542
Accrued rent		—		449
Accrued lease exit obligations		195		195
Accrued compensation expense		1,578		1,897
Cares Act payroll tax deferrals		—		7,183
Other		3,325		3,358
	$	5,999	$	13,624

Long-Term Debt and Credit Facilities (Tables)

12 Months Ended

Dec. 31, 2021

Long-Term Debt and Credit Facilities

Schedule of outstanding long-term debt instruments


	December 31,
	2021		December 31,
	(Restated)		2020
Other (a)	$	29,296		37,653
Term loan under first lien credit agreement (b)		89,585		343,597
Senior secured 2023 notes I		22,616		984,216
Senior secured 2026 notes (d)		801,306		—
Secured borrowings under BRCC Facility		115,000		—
Secured borrowings under Securitization Facility		91,947		91,947
Revolver		99,477		80,543
Total debt		1,249,227		1,537,956
Less: Current portion of long-term debt		(236,775)		(39,952)
Long-term debt, net of current maturities	$	1,012,452	$	1,498,004

(a)	Other debt represents outstanding loan balances associated with various hardware, software purchases, maintenance and leasehold improvements along with loans and receivables factoring arrangement entered into by subsidiaries of the Company.

(b)	Net of unamortized original issue discount and debt issuance costs of $0.8 million and $2.8 million as of December 31, 2021 and $4.8 million and $17.1 million as of December 31, 2020.

(c)	Net of unamortized original issue discount and debt issuance costs of $0.2 million and $0.1 million as of December 31, 2021 and $11.3 million and $4.5 million as of December 31, 2020.

(d)	Net of unamortized debt exchange premium and carried forward debt issuance costs of $15.4 million and $9.0 million as of December 31, 2021.

Schedule of maturities of long-term debt


	Maturity
	(Restated)
2022	$	236,775
2023		211,988
2024		3,005
2025		—
2026		794,952
Thereafter		—
Total long-term debt		1,246,720
Less: Unamortized discount and debt issuance costs		2,507
	$	1,249,227

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.22)
-URI https://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 2: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 3
-Subparagraph (SX 210.12-04(a))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e24072-122690

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-Name Accounting Standards Codification
-Topic 835
-SubTopic 30
-Section 45
-Paragraph 1A
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28541-108399

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-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 6
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21506-112644

Reference 5: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 20
-Section 55
-Paragraph 69B
-URI https://asc.fasb.org/extlink&oid=123466577&loc=SL123495735-112612

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-Paragraph 2
-URI https://asc.fasb.org/extlink&oid=124435984&loc=d3e28551-108399

Reference 7: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
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-Paragraph 69E
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-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21521-112644

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-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=123599511&loc=d3e64711-112823

Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
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-Topic 505
-SubTopic 10
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-Paragraph 3
-URI https://asc.fasb.org/extlink&oid=126973232&loc=d3e21475-112644

+ Details

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2021

Income Taxes

Schedule of components of income/ (loss) before income taxes


	Year Ended December 31,
	2021		2020		2019
United States	$	(135,299)	$	(158,186)	$	(511,165)
Foreign		4,565		(6,760)		9,691
	$	(130,734)	$	(164,946)	$	(501,474)

Schedule of provision for federal, state, and foreign income taxes


	Year Ended December 31,
	2021		2020		2019
Federal
Current	$	—	$	—	$	(1,308)
Deferred		5		480		(3,879)
State
Current		1,232		1,325		2,255
Deferred		351		1,542		(807)
Foreign
Current		3,775		4,318		5,770
Deferred		6,293		5,919		5,611
Income Tax Expense	$	11,656	$	13,584	$	7,642

Schedule of income tax reconciliation


	Year Ended December 31,
	2021		2020		2019
Tax at statutory rate	$	(27,454)	$	(34,639)	$	(105,310)
Add (deduct)
State income taxes		(1,626)		(5,234)		(7,666)
Foreign income taxes		1,567		(516)		4,390
Nondeductible goodwill impairment		—		—		61,699
Cancellation of debt income		(6,429)		—		—
Permanent differences		359		218		1,275
Litigation settlement		2		71		3,310
Changes in valuation allowance		11,857		53,115		30,064
Unremitted earnings		1,072		(275)		1,604
GILTI Inclusion		—		(4,996)		3,772
Expiration and reduction of tax attributes		31,014		4,944		10,807
Other		1,294		896		3,697
Income Tax Expense	$	11,656	$	13,584	$	7,642

Schedule of components of deferred income tax liabilities and assets


	Year Ended December 31,
	2021		2020
Deferred income tax liabilities:
Book over tax basis of intangible assets and fixed assets	$	(55,449)	$	(65,724)
Unremitted foreign earnings		(7,135)		(6,063)
Operating lease and finance lease right-of-use assets		(9,573)		(11,597)
Other, net	$	(1,584)	$	(2,604)
Total deferred income tax liabilities		(73,741)		(85,988)

Deferred income tax assets:
Allowance for doubtful accounts and receivable adjustments	$	1,816	$	1,704
Inventory		2,362		1,677
Accrued liabilities		12,606		15,345
Net operating loss and tax credit carryforwards		141,946		171,148
Tax deductible goodwill		4,424		6,171
Disallowed interest deduction		106,449		74,672
Operating lease and finance lease liabilities		10,211		13,004
Other, net		18,197		19,334
Total deferred income tax assets	$	298,011	$	303,055

Valuation allowance		(233,755)		(220,030)
Total net deferred income tax assets (liabilities)	$	(9,485)	$	(2,963)

Schedule of NOL carryforwards expiry


			State and Local
	Federal NOL		NOL
2022 – 2026	$	118,277	$	68,462
2027 – 2031		134,410		100,595
2032 – 2038		206,502		208,164
	$	459,189	$	377,221

Schedule of reconciliation of the total amounts of unrecognized tax benefits


	Year Ended December 31,
	2021		2020		2019
Unrecognized tax benefits—January 1	$	1,836	$	4,314	$	1,476
Gross increases—tax positions in prior period		—		(21)		1,378
Gross decreases—tax positions in prior period		(129)		(2,608)		(10)
Gross increases—tax positions in current period		460		151		1,470
Settlement		(90)		—		—
Unrecognized tax benefits—December 31	$	2,077	$	1,836	$	4,314

Employee Benefit Plans (Tables)

12 Months Ended

Dec. 31, 2021

Employee Benefit Plans

Schedule of change in benefit obligations, fair value of the plan assets and funded status of Company's pension plans and the amounts recognized in the Company's consolidated financial statements


	Year ended December,
	2021		2020
Change in Benefit Obligation:
Benefit obligation at beginning of period	$	122,011	$	100,961
Service cost		68		69
Interest cost		1,686		1,984
Actuarial loss (gain)		(2,296)		18,861
Plan amendments		(28)		(10)
Plan curtailment		98		—
Benefits paid		(2,497)		(4,745)
Foreign-exchange rate changes		(1,570)		4,891
Benefit obligation at end of year	$	117,472	$	122,011

Change in Plan Assets:
Fair value of plan assets at beginning of period	$	87,215	$	75,875
Actual return on plan assets		2,950		10,755
Employer contributions		3,189		2,052
Plan participants’ contributions		16		—
Benefits paid		(2,393)		(4,651)
Foreign-exchange rate changes		(1,005)		3,184
Fair value of plan assets at end of year		89,972		87,215
Funded status at end of year	$	(27,500)	$	(34,796)

Net amount recognized in the Consolidated Balance Sheets:
Pension liability, net (a)	$	(28,383)	$	(35,515)
Amounts recognized in accumulated other comprehensive loss, net of tax consist of:
Net actuarial loss		(10,946)		(17,064)
Net amount recognized in accumulated other comprehensive loss, net of tax	$	(10,946)	$	(17,064)

Plans with underfunded or non-funded accumulated benefit obligation:
Aggregate projected benefit obligation	$	117,472	$	122,010
Aggregate accumulated benefit obligation	$	117,472	$	122,010
Aggregate fair value of plan assets	$	89,972	$	87,215

(a)

Schedule of components of the net periodic benefit cost


	Year ended December 31,
	2021		2020		2019
Service cost	$	68	$	74	$	80
Interest cost		1,686		1,984		2,448
Expected return on plan assets		(2,410)		(2,530)		(2,460)
Amortization:
Amortization of prior service cost		224		150		(169)
Amortization of net loss		3,340		1,739		1,768
Settlement loss		—		552		—
Net periodic benefit cost	$	2,908	$	1,969	$	1,667

Schedule of principal assumptions used to determine benefit obligation and net periodic benefit costs


	December 31,
	2021		2020		2021		2020		2021		2020		2021		2020

	UK				Germany				Norway				Asterion
Weighted-average assumptions used to determine benefit obligations:
Discount rate	1.80	%	1.40	%	1.00	%	0.75	%	1.90	%	1.70	%	1.13	%	0.79
Rate of compensation increase	N/A		N/A		N/A		N/A		2.75	%	2.25	%	N/A	%	N/A
Weighted-average assumptions used to determine net periodic benefit cost:
Discount rate	1.40	%	2.10	%	1.00	%	0.75	%	1.90	%	1.70	%	1.13	%	0.79
Expected asset return	2.72	%	3.47	%	N/A	%	N/A	%	3.10	%	2.70	%	1.13	%	0.79
Rate of compensation increase	N/A		N/A		N/A		N/A		2.75	%	2.25	%	N/A	%	N/A

Schedule of weighted average allocation of plan assets by asset category


	December 31,
	2021		2020		2019
U.K. and other international equities	32.8	%	31.4	%	29.9	%
U.K. government and corporate bonds	2.5		2.7		12.5
Diversified growth fund	25.7		21.0		41.3
Liability driven investments	34.6		40.6		16.3
Multi-asset credit fund	4.4		4.3		—
Total	100.0	%	100.0	%	100.0	%

Schedule of fair value of pension assets


	December 31, 2021
	Total		Level 1		Level 2		Level 3
Asset Category:
Cash	$	149	$	149	$	—	$	—
Equity funds:
U.K.		17,423		—		17,423		—
Other international		11,909		—		11,909		—
Fixed income securities:
Corporate bonds / U.K. Gilts		2,292		—		2,292		—
Other investments:
Diversified growth fund		23,122		—		23,122		—
Liability driven investments		31,158		—		31,158		—
Multi-asset credit fund		3,919		—		3,919		—
Total fair value	$	89,972	$	149	$	89,823	$	—


	December 31, 2020
	Total		Level 1		Level 2		Level 3
Asset Category:
Cash	$	430	$	430	$	—	$	—
Equity funds:
U.K.		16,201		—		16,201		—
Other international		10,802		—		10,802		—
Fixed income securities:
Corporate bonds / U.K. Gilts		2,353		—		2,353		—
Other investments:
Diversified growth fund		18,313		—		18,313		—
Liability driven investments		35,403		—		35,403		—
Multi-asset credit fund		3,713		—		3,713		—
Total fair value	$	87,215	$	430	$	86,785	$	—

Schedule of estimated future benefit payments


	Estimated
	Benefit
	Payments
Year ended December 31,
2022	$	2,120
2023		2,069
2024		2,878
2025		2,959
2026		3,071
2027 – 2031		18,999
Total	$	32,096

Fair Value Measurement (Tables)

12 Months Ended

Dec. 31, 2021

Fair Value Measurement

Schedule of fair value of financial instruments


	Carrying		Fair
	Amount		Value		Fair Value Measurements (Restated)
As of December 31, 2021	(Restated)		(Restated)		Level 1		Level 2		Level 3
Recurring assets and liabilities:
Long-term debt	$	1,012,452	$	803,668	$	—	$	803,668	$	—
Nonrecurring assets and liabilities:
Goodwill		358,323		358,323		—		—		358,323


	Carrying		Fair		Fair Value Measurements
As of December 31, 2020	Amount		Value		Level 1		Level 2		Level 3
Recurring assets and liabilities:
Long-term debt	$	1,498,004	$	604,775	$	—	$	604,775	$	—
Interest rate swap liability		125		125		—		125		—
Acquisition contingent liability		300		300		—		—		300
Nonrecurring assets and liabilities:
Goodwill		359,781		359,781		—		—		359,781

Schedule of net assets and liabilities classified as Level 3 for reconciliation


	December 31,		December 31,
	2021		2020
Balance as of Beginning of Period	$	300	$	721
Earn-out Adjustment		—		279
Payments		(300)		(700)
Balance as of End of Period	$	—	$	300

- Definition

Tabular disclosure of financial instruments measured at fair value, including those classified in shareholders' equity measured on a recurring or nonrecurring basis. Disclosures include, but are not limited to, fair value measurements recorded and the reasons for the measurements, level within the fair value hierarchy in which the fair value measurements are categorized and transfers between levels 1 and 2. Nonrecurring fair value measurements are those that are required or permitted in the statement of financial position in particular circumstances.

+ References + Details

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2021

Stock-Based Compensation

Summary of the status of restricted stock units


				Average
		Weighted		Remaining
	Number	Average Grant		Contractual Life	Aggregate
	of Units	Date Fair Value		(Years)	Intrinsic Value
Outstanding Balance as of December 31, 2020	26,455	$	3.78	0.91	$	50
Granted	1,466,084		1.78
Forfeited	(80,001)		2.73
Vested	(43,530)		2.30
Outstanding Balance as of December 31, 2021	1,369,008	$	1.75	0.11	$	2,393

Schedule of stock option activity


						Average
		Weighted		Weighted		Remaining
		Average Grant		Average		Vesting Period	Aggregate
	Outstanding	Date Fair Value		Exercise Price		(Years)	Intrinsic Value (2)
Outstanding Balance as of December 31, 2020	1,635,700	$	5.67	$	11.89	1.42	$	—
Granted	—		—
Exercised	—		—
Forfeited	(190,401)		5.97
Expired	—		—
Outstanding Balance as of December 31, 2021 (1)	1,445,299	$	5.63	$	11.78	0.69	$	—

(1) 569,880 of the outstanding options are exercisable as of December 31, 2021.

(2) Exercise prices of all of the outstanding options as of December 31, 2021 were higher than the market price of the shares of the Company. Therefore, aggregate intrinsic value was zero.

Summary of activity for the market performances of RSU


				Weighted Average
		Weighted		Period Over
	Number	Average		Which Expected
	of Units	Fair Value		to be Recognized
Outstanding Balance as of December 31, 2020	—	$	—	—
Granted	8,500,000		1.50
Forfeited	—		—
Vested	—		—
Outstanding Balance as of December 31, 2021	8,500,000	$	0.46	2.98

Related-Party Transactions (Tables)

12 Months Ended

Dec. 31, 2021

Related-Party Transactions

Schedule of payable and receivable balances with affiliates


	December 31, 2021				December 31, 2020
	Receivables and Prepaid Expenses		Payables		Receivables and Prepaid Expenses		Payables
HOV Services, Ltd	$	708	$	—	$	711	$	—
Rule 14		—		1,483		—		44
HGM		7		—		—		52
Oakana		—		1		—		1
	$	715	$	1,484	$	711	$	97

Segment and Geographic Area Information (Tables)

12 Months Ended

Dec. 31, 2021

Segment and Geographic Area Information

Schedule of reconciliation of segment profit to net loss before income taxes by segment information


		Year ended December 31, 2021
	ITPS		HS		LLPS		Total
Revenue	$	874,126	$	217,839	$	74,641	$	1,166,606
Cost of revenue (exclusive of depreciation and amortization)		672,191		163,445		53,459		889,095
Segment profit		201,935		54,394		21,182		277,511
Selling, general and administrative expenses (exclusive of depreciation and amortization)								169,781
Depreciation and amortization								77,150
Related party expense								9,191
Interest expense, net								168,048
Debt modification and extinguishment costs (gain), net								(16,689)
Sundry expense, net								363
Other expense, net								401
Net loss before income taxes							$	(130,734)


		Year ended December 31, 2020
	ITPS		HS		LLPS		Total
Revenue	$	1,005,043	$	219,047	$	68,472	$	1,292,562
Cost of revenue (exclusive of depreciation and amortization)		815,013		159,917		48,614		1,023,544
Segment profit		190,030		59,130		19,858		269,018
Selling, general and administrative expenses (exclusive of depreciation and amortization)								186,104
Depreciation and amortization								93,953
Related party expense								5,381
Interest expense, net								173,878
Debt modification and extinguishment costs (gain), net								9,589
Sundry income, net								(153)
Other income, net								(34,788)
Net loss before income taxes							$	(164,946)


		Year ended December 31, 2019
	ITPS		HS		LLPS		Total
Revenue	$	1,234,284	$	256,721	$	71,332	$	1,562,337
Cost of revenue (exclusive of depreciation and amortization)		1,001,655		180,045		43,035		1,224,735
Segment profit		232,629		76,676		28,297		337,602
Selling, general and administrative expenses (exclusive of depreciation and amortization)								198,864
Depreciation and amortization								100,903
Impairment of goodwill and other intangible assets								349,557
Related party expense								9,501
Interest expense, net								163,449
Debt modification and extinguishment costs (gain), net								1,404
Sundry expense, net								969
Other expense, net								14,429
Net loss before income taxes							$	(501,474)

Schedule of revenues by principal geographic area


	Years ended December 31,
	2021		2020		2019
United States	$	941,985	$	1,057,006	$	1,286,678
EMEA		205,772		213,418		248,466
Other		18,849		22,138		27,193
Total Consolidated Revenue	$	1,166,606	$	1,292,562	$	1,562,337

Unaudited Quarterly Financial Data (Tables)

12 Months Ended

Dec. 31, 2021

Selected Quarterly Financial Results (Unaudited)

Schedule of selected quarterly financial information

The following tables show a summary of the Company’s quarterly financial information for each of the four quarters of 2021 and 2020 (dollars in thousands, except per share data):


	Q1 2021		Q2 2021		Q3 2021		Q4 2021
Revenue:
ITPS	$	231,875	$	217,260	$	208,304	$	216,687
HS		51,093		56,204		53,995		56,547
LLPS		17,088		19,545		16,930		21,078
Total Revenue		300,056		293,009		279,229		294,312

Cost of revenue:
ITPS		185,502		156,669		157,721		172,299
HS		35,818		38,973		41,945		46,709
LLPS		11,267		13,438		12,065		16,689
Cost of revenue (exclusive of depreciation and amortization)		232,587		209,080		211,731		235,697

Selling, general and administrative expenses (exclusive of depreciation and amortization)		41,885		36,390		43,244		48,262
Depreciation and amortization		19,599		19,420		19,094		19,037
Related party expense		1,707		2,748		2,744		1,992
Operating income (loss)		4,278		25,371		2,416		(10,676)

Other expense (income), net:
Interest expense, net		43,131		42,867		41,757		40,293
Debt modification and extinguishment costs (gain)		—		—		(28,070)		11,381
Sundry expense (income), net		213		(787)		136		801
Other expense (income), net		152		651		366		(768)
Net loss before income taxes		(39,218)		(17,360)		(11,773)		(62,383)
Income tax (expense) benefit		18		(2,007)		(1,441)		(8,226)
Net loss		(39,200)		(19,367)		(13,214)		(70,609)
Cumulative dividends for Series A Preferred Stock		896		(798)		(822)		(852)
Net loss attributable to common stockholders	$	(38,304)	$	(20,165)	$	(14,036)	$	(71,461)
Weighted average outstanding common shares (Refer to Net Loss per Share discussion in Note 2)		50,646,482		61,474,020		150,655,012		207,150,475
Earnings per share:
Basic and diluted	$	(0.76)	$	(0.33)	$	(0.09)	$	(0.34)


	Q1 2020		Q2 2020		Q3 2020		Q4 2020
Revenue:
ITPS	$	284,112	$	243,029	$	234,365	$	243,537
HS		64,049		49,166		54,209		51,623
LLPS		17,290		15,527		16,706		18,949
Total Revenue		365,451		307,722		305,280		314,109

Cost of revenue:
ITPS		235,120		195,835		183,671		200,387
HS		44,931		36,148		39,444		39,394
LLPS		12,488		9,805		11,107		15,214
Cost of revenue (exclusive of depreciation and amortization)		292,539		241,788		234,222		254,995

Selling, general and administrative expenses (exclusive of depreciation and amortization)		50,374		47,014		42,837		45,879
Depreciation and amortization		23,185		22,847		22,095		25,826
Related party expense		1,551		1,146		1,360		1,324
Operating income (loss)		(2,198)		(5,073)		4,766		(13,915)

Other expense (income), net:
Interest expense, net		41,588		44,440		43,612		44,238
Debt modification and extinguishment costs (gain)		—		—		—		9,589
Sundry expense (income), net		1,082		(899)		(434)		98
Other expense, net		(34,657)		(584)		(10,414)		10,867
Net loss before income taxes		(10,211)		(48,030)		(27,998)		(78,707)
Income tax (expense) benefit		(2,459)		(661)		(320)		(10,144)
Net loss		(12,670)		(48,691)		(28,318)		(88,851)
Cumulative dividends for Series A Preferred Stock		1,440		(858)		(976)		(915)
Net loss attributable to common stockholders	$	(11,230)	$	(49,549)	$	(29,294)	$	(89,766)
Weighted average outstanding common shares (Refer to Net Loss per Share discussion in Note 2)		49,065,055		49,169,556		49,170,477		49,172,037
Earnings per share:						—
Basic and diluted	$	(0.23)	$	(1.01)	$	(0.60)	$	(1.82)

Restatement of Previously Issued Financial Statements (Tables)

12 Months Ended

Dec. 31, 2021

Restatement of Previously Issued Financial Statements

Schedule of error corrections and prior period adjustments

(in thousands of United States dollars except share and per share amounts)


	As of December 31, 2021
	As Previously		Restatement
	Reported		Adjustment		As Restated
Assets
Current assets
Cash and cash equivalents	$	20,775	$	—	$	20,775
Restricted cash		27,285		—		27,285
Accounts receivable, net of allowance for doubtful accounts of $6,049		184,102		—		184,102
Related party receivables and prepaid expenses		715		—		715
Inventories, net		15,215		—		15,215
Prepaid expenses and other current assets		31,799		—		31,799
Total current assets		279,891		—		279,891
Property, plant and equipment, net of accumulated depreciation of $196,683		73,449		—		73,449
Operating lease right-of-use assets, net		53,937		—		53,937
Goodwill		358,323		—		358,323
Intangible assets, net		244,539		—		244,539
Deferred income tax assets		2,109		—		2,109
Other noncurrent assets		24,775		—		24,775
Total assets	$	1,037,023	$	—	$	1,037,023

Liabilities and Stockholders’ Equity (Deficit)
Liabilities
Current liabilities
Accounts payable	$	61,744	$	—	$	61,744
Related party payables		1,484		—		1,484
Income tax payable		3,551		—		3,551
Accrued liabilities		113,519		—		113,519
Accrued compensation and benefits		60,860		—		60,860
Accrued interest		10,075		—		10,075
Customer deposits		17,707		—		17,707
Deferred revenue		16,617		—		16,617
Obligation for claim payment		46,902		—		46,902
Current portion of finance lease liabilities		6,683		—		6,683
Current portion of operating lease liabilities		15,923		—		15,923
Current portion of long-term debts		144,828		91,947		236,775
Total current liabilities		499,893		91,947		591,840
Long-term debt, net of current maturities		1,104,399		(91,947)		1,012,452
Finance lease liabilities, net of current portion		9,156		—		9,156
Pension liabilities, net		28,383		—		28,383
Deferred income tax liabilities		11,594		—		11,594
Long-term income tax liabilities		3,201		—		3,201
Operating lease liabilities, net of current portion		41,170		—		41,170
Other long-term liabilities		5,999		—		5,999
Total liabilities		1,703,795		—		1,703,795
Commitments and Contingencies (Note 14)

Stockholders’ equity (deficit)
Common Stock, par value of $0.0001 per share; 1,600,000,000 shares authorized; 267,646,667 shares issued and 265,194,961 shares outstanding at December 31, 2021		37		—		37
Preferred stock, par value of $0.0001 per share; 20,000,000 shares authorized; 2,778,111 shares issued and outstanding at December 31, 2021		1		—		1
Additional paid in capital		838,853		—		838,853
Less: Common Stock held in treasury, at cost; 2,451,706 shares at December 31, 2021		(10,949)		—		(10,949)
Equity-based compensation		56,123		—		56,123
Accumulated deficit		(1,532,428)		—		(1,532,428)
Accumulated other comprehensive loss:		—
Foreign currency translation adjustment		(7,463)		—		(7,463)
Unrealized pension actuarial losses, net of tax		(10,946)		—		(10,946)
Total accumulated other comprehensive loss		(18,409)		—		(18,409)
Total stockholders’ deficit		(666,772)		—		(666,772)
Total liabilities and stockholders’ deficit	$	1,037,023	$	—	$	1,037,023

Description of the Business (Details)	12 Months Ended
Description of the Business (Details)	Dec. 31, 2021 segment
Description of the Business
Number of segments	3

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Going Concern (Details) - USD ($) $ in Thousands			3 Months Ended
	Mar. 16, 2022	Mar. 07, 2022	Mar. 16, 2022	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Reduced indebtedness					$ 338,500
Current portion of long-term debts					236,775	$ 39,952
Revolving Loan Exchange and Prepayment Agreement
Debt instruments liability recognized on original issuance discount		$ 17,400
As previously reported
Current portion of long-term debts				$ 138,700	144,828
Adjustment
Current portion of long-term debts					91,947
Adjustment \| Reclassification of Debt
Current portion of long-term debts				91,900
Securitization Facility
Current portion of long-term debts				$ 230,600	236,700
Securitization Facility \| As previously reported
Current portion of long-term debts					144,800
Securitization Facility \| Adjustment \| Reclassification of Debt
Current portion of long-term debts					91,900
Other \| Adjustment \| Reclassification of Debt
Current portion of long-term debts					$ 115,000
Subsequent Events
Paid of accrued amount for settlement	$ 40,000
Proceeds to be raised			$ 128,300
Subsequent Events \| Revolving Loan Exchange and Prepayment Agreement
Outstanding revolving credit facility		100,000
Line of credit facility cash		50,000
Subsequent Events \| Secured 2026 notes \| Revolving Loan Exchange and Prepayment Agreement
Line of credit facility on notes		$ 50,000

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Segment Reporting (Details)	12 Months Ended
	Dec. 31, 2021 segment
Basis of Presentation and Summary of Significant Accounting Policies (Restated)
Number of segments	3

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Obligation For Claim Payment (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Restricted Cash
Obligation for claim payment	$ 46,902	$ 29,328

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Intangible Assets (Details)	12 Months Ended
	Dec. 31, 2021 USD ($) item
Customer relationships \| Minimum
Intangible Assets
Estimated useful life	4 years
Customer relationships \| Maximum
Intangible Assets
Estimated useful life	16 years
Trademarks
Intangible Assets
Estimated useful life	1 year
Developed technology \| Minimum
Intangible Assets
Estimated useful life	5 years
Developed technology \| Maximum
Intangible Assets
Estimated useful life	8 years 6 months
Capitalized Software Costs \| Minimum
Intangible Assets
Estimated useful life	3 years
Capitalized Software Costs \| Maximum
Intangible Assets
Estimated useful life	5 years
Outsource contract costs
Intangible Assets
Number of principal categories \| $	2
Non compete agreements
Intangible Assets
Number of executives terminated \| item	4
Assembled workforce
Intangible Assets
Estimated useful life	4 years

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Impairment of Indefinite-Lived Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Basis of Presentation and Summary of Significant Accounting Policies (Restated)
Impairment related to property, plant and equipment, customer relationships, trademarks, developed technology, capitalized software or outsourced contract costs	$ 0	$ 0	$ 0

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Derivative Instruments and Hedging Activities (Details) - Interest rate swap - Not designated as hedging instrument - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Nov. 30, 2017	Dec. 31, 2021	Dec. 31, 2020
Derivative Instruments, Gain (Loss) [Line Items]
Term of hedging contract (in years)	3 years
Notional amount	$ 347.8		$ 328.1
Weighted Average Interest Rate		1.9275%	1.9275%
Gain (loss) on interest rate swaps		$ 0.1	$ (0.4)

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Leases (Details)	12 Months Ended
	Dec. 31, 2021
Basis of Presentation and Summary of Significant Accounting Policies (Restated)
Options to terminate - operating lease	True
Options to extend - finance lease	true
Options to extend - operating lease	True
Options to terminate - finance lease	true

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Disaggregation of Revenues (Details) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021 USD ($)	Sep. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	Mar. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Sep. 30, 2020 USD ($)	Jun. 30, 2020 USD ($)	Mar. 31, 2020 USD ($)	Dec. 31, 2021 USD ($) segment	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
Disaggregation of Revenues
Number of segments \| segment									3
Revenue	$ 294,312	$ 279,229	$ 293,009	$ 300,056	$ 314,109	$ 305,280	$ 307,722	$ 365,451	$ 1,166,606	$ 1,292,562	$ 1,562,337
U.S.A.
Disaggregation of Revenues
Revenue									941,985	1,057,006	1,286,678
EMEA
Disaggregation of Revenues
Revenue									205,772	213,418	248,466
Other.
Disaggregation of Revenues
Revenue									18,849	22,138	27,193
ITPS
Disaggregation of Revenues
Revenue	216,687	208,304	217,260	231,875	243,537	234,365	243,029	284,112	874,126	1,005,043	1,234,284
ITPS \| U.S.A.
Disaggregation of Revenues
Revenue									649,505	769,487	958,625
ITPS \| EMEA
Disaggregation of Revenues
Revenue									205,772	213,418	248,466
ITPS \| Other.
Disaggregation of Revenues
Revenue									18,849	22,138	27,193
HS
Disaggregation of Revenues
Revenue	56,547	53,995	56,204	51,093	51,623	54,209	49,166	64,049	217,839	219,047	256,721
HS \| U.S.A.
Disaggregation of Revenues
Revenue									217,839	219,047	256,721
LLPS
Disaggregation of Revenues
Revenue	$ 21,078	$ 16,930	$ 19,545	$ 17,088	$ 18,949	$ 16,706	$ 15,527	$ 17,290	74,641	68,472	71,332
LLPS \| U.S.A.
Disaggregation of Revenues
Revenue									$ 74,641	$ 68,472	$ 71,332

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 280
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 606
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-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Contract Balances (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Basis of Presentation and Summary of Significant Accounting Policies (Restated)
Accounts receivable, net of allowance for doubtful accounts of $6,049	$ 184,102	$ 206,868
Deferred revenues	17,518	16,919
Customer deposits	17,707	21,277
Costs to obtain and fulfill a contract	2,328	3,295
Unbilled receivables, net	22,570	23,210
Amortization of contract costs	$ 1,500	$ 2,400
Practical expedient on incremental costs of obtaining contracts	true
Revenue Recognized	$ 17,200

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Performance Obligations (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
Basis of Presentation and Summary of Significant Accounting Policies (Restated)
Contracts with an original expected length	true
2022	$ 42,700
2023	35,449
2024	31,126
2025	28,316
2026	570
Total	$ 138,161

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Research and Development (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Basis of Presentation and Summary of Significant Accounting Policies (Restated)
Research and development costs	$ 1.3	$ 1.1	$ 1.7

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Advertising Expense (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Basis of Presentation and Summary of Significant Accounting Policies (Restated)
Advertising costs	$ 0.4	$ 0.7	$ 1.1

Basis of Presentation and Summary of Significant Accounting Policies - Operations (Details) - USD ($) $ in Millions	Dec. 31, 2021	Dec. 31, 2020
Outside United States
Long-Lived Assets	$ 26.8	$ 31.2

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Foreign Currency Translation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Basis of Presentation and Summary of Significant Accounting Policies (Restated)
Net exchange gains	$ (173)	$ 414	$ 511

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Beneficial Conversion Feature (Details) - USD ($) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2017
Basis of Presentation and Summary of Significant Accounting Policies (Restated)
Preferred Stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Dividend equivalent on Series A Preferred Stock	$ 0.0	$ 0.0	$ 0.0	$ 16.4

Basis of Presentation and Summary of Significant Accounting Policies (Restated) - Net Loss per Share (Details) $ / shares in Units, $ in Thousands			3 Months Ended								12 Months Ended
	Jan. 26, 2021	Jan. 25, 2021	Dec. 31, 2021 USD ($) $ / shares shares	Sep. 30, 2021 USD ($) $ / shares shares	Jun. 30, 2021 USD ($) $ / shares shares	Mar. 31, 2021 USD ($) $ / shares shares	Dec. 31, 2020 USD ($) $ / shares shares	Sep. 30, 2020 USD ($) $ / shares shares	Jun. 30, 2020 USD ($) $ / shares shares	Mar. 31, 2020 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares	Dec. 31, 2020 USD ($) $ / shares shares	Dec. 31, 2019 USD ($) $ / shares shares
Net loss per share
Common stock, par value (in dollars per share) \| $ / shares			$ 0.0001				$ 0.0001				$ 0.0001	$ 0.0001
Number of anti-dilutive shares excluded from computation of diluted loss per share											11,314,307	1,662,155	1,749,002
Reverse stock split	0.3333	0.3333
Net loss attributable to common stockholders \| $			$ (71,461)	$ (14,036)	$ (20,165)	$ (38,304)	$ (89,766)	$ (29,294)	$ (49,549)	$ (11,230)	$ (143,966)	$ (179,839)	$ (512,425)
Weighted average common shares outstanding - basic			207,150,475	150,655,012	61,474,020	50,646,482	49,172,037	49,170,477	49,169,556	49,065,055	118,001,162	49,144,429	48,572,979
Weighted average common shares outstanding - diluted			207,150,475	150,655,012	61,474,020	50,646,482	49,172,037	49,170,477	49,169,556	49,065,055	118,001,162	49,144,429	48,572,979
Basic (in dollars per share) \| $ / shares			$ (0.34)	$ (0.09)	$ (0.33)	$ (0.76)	$ (1.82)	$ (0.60)	$ (1.01)	$ (0.23)	$ (1.22)	$ (3.66)	$ (10.55)
Diluted (in dollars per share) \| $ / shares			$ (0.34)	$ (0.09)	$ (0.33)	$ (0.76)	$ (1.82)	$ (0.60)	$ (1.01)	$ (0.23)	$ (1.22)	$ (3.66)	$ (10.55)
Common stock, shares returned										1,523,578
Series A Preferred Stock
Net loss per share
Number of anti-dilutive shares excluded from computation of diluted loss per share											1,309,187
Warrant
Net loss per share
Number of anti-dilutive shares excluded from computation of diluted loss per share											35,000,000

Sale of Non-Core Assets (Details) - USD ($) $ in Millions			3 Months Ended
Sale of Non-Core Assets (Details) - USD ($) $ in Millions	Jul. 22, 2020	Mar. 16, 2020	Sep. 30, 2020	Mar. 31, 2020
SourceHOV
Membership interests		$ 40.0
Gain on sale of investments				$ 35.5
Physical Records Storage Business \| Disposed of by sale not discontinued operations
Gain on sale of investments			$ 8.7
Proceeds from sale of business	$ 12.3

Inventories (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Inventories
Work in process	$ 973	$ 961
Finished goods	11,480	12,312
Supplies and parts	7,028	5,473
Less: Allowance for obsolescence	(4,266)	(4,432)
Inventory, Net, Total	$ 15,215	$ 14,314

Accounts Receivable (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Accounts Receivable.
Billed receivables	$ 160,407	$ 179,696
Unbilled receivables	22,570	23,210
Other	7,174	9,609
Less: Allowance for doubtful accounts	(6,049)	(5,647)
Accounts Receivable, net	$ 184,102	$ 206,868

Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Prepaid Expenses and Other Current Assets
Prepaids	$ 22,880	$ 30,459
Deposits	8,919	632
Prepaid expenses and other current assets	$ 31,799	$ 31,091

Leases - Balance Sheet Location (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Leases
Operating lease right-of-use assets, net	$ 53,937	$ 68,861
Current portion of operating lease liabilities	15,923	18,349
Operating lease liabilities, net of current portion	41,170	56,814
Finance Lease
Finance lease right-of-use asset, net	$ 8,918	$ 17,164
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization	Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, after Accumulated Depreciation and Amortization
Current portion of finance lease liabilities	$ 6,683	$ 12,231
Finance lease liabilities, net of current portion	$ 9,156	$ 13,287

Leases - Supplemental balance sheet information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Leases
Weighted-average remaining lease term of operating leases	4 years 7 months 6 days	4 years 9 months 18 days
Weighted-average remaining lease term of finance leases	3 years 2 months 12 days	3 years 8 months 12 days
Weighted-average discount rate for operating leases	13.10%	11.90%
Weighted-average discount rate for finance leases	12.40%	10.70%
Interest on financing lease liabilities	$ 2.3	$ 2.6
Amortization expense on finance lease right-of-use assets	$ 9.1	$ 12.8

Leases - Maturities of Finance and Operating Lease Liabilities (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Maturities of operating lease liabilities:
2022	$ 22,028
2023	16,468
2024	12,813
2025	8,862
2026	7,073
2027 and thereafter	8,083
Total operating lease payments	75,327
Less: Imputed interest	(18,234)
Present value of lease liabilities	57,093
Maturities of finance lease liabilities
2022	8,288
2023	4,581
2024	3,902
2025	2,065
2026	203
Total finance lease payments	19,039
Less: imputed interest	(3,200)
Present value of finance lease liabilities	$ 15,839

Leases - Rental Expenses (Details) - USD ($) $ in Millions	12 Months Ended
Leases - Rental Expenses (Details) - USD ($) $ in Millions	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Rental expenses
Rental expense on operating leases under ASC 842	$ 51.8	$ 69.1
Rent expense for operating leases under ASC 840			$ 77.3

Leases - Cash Paid and Lease Recognition (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 25,950	$ 34,193
Financing cash flows from finance leases	11,471	12,925
Right-of-use lease assets obtained in the exchange for lease liabilities:
Operating leases	6,507	23,644
Finance leases	$ 3,270	$ 4,372

Property, Plant and Equipment, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment, Net
Finance lease right-of-use assets	$ 69,006	$ 82,862
Property, Plant, and Equipment and Finance Lease Right-of-Use Asset, before Accumulated Depreciation and Amortization	270,132	281,611
Less: Accumulated depreciation and amortization	(196,683)	(193,760)
Property, plant and equipment, net	73,449	87,851
Less: Accumulated depreciation and amortization	(196,683)
Depreciation expense
Depreciation expense	26,700	39,200	$ 41,400
Land
Property, Plant and Equipment, Net
Property, plant and equipment, gross	6,688	6,903
Buildings and improvements
Property, Plant and Equipment, Net
Property, plant and equipment, gross	$ 20,268	20,688
Buildings and improvements \| Minimum
Property, Plant and Equipment, Net
Estimated Useful Lives (in Years)	7 years
Buildings and improvements \| Maximum
Property, Plant and Equipment, Net
Estimated Useful Lives (in Years)	40 years
Leasehold improvements
Property, Plant and Equipment, Net
Property, plant and equipment, gross	$ 36,289	39,797
Vehicles
Property, Plant and Equipment, Net
Property, plant and equipment, gross	$ 311	337
Vehicles \| Minimum
Property, Plant and Equipment, Net
Estimated Useful Lives (in Years)	5 years
Vehicles \| Maximum
Property, Plant and Equipment, Net
Estimated Useful Lives (in Years)	7 years
Machinery and equipment
Property, Plant and Equipment, Net
Property, plant and equipment, gross	$ 26,346	22,991
Machinery and equipment \| Minimum
Property, Plant and Equipment, Net
Estimated Useful Lives (in Years)	5 years
Machinery and equipment \| Maximum
Property, Plant and Equipment, Net
Estimated Useful Lives (in Years)	15 years
Computer equipment and software
Property, Plant and Equipment, Net
Property, plant and equipment, gross	$ 102,746	99,434
Computer equipment and software \| Minimum
Property, Plant and Equipment, Net
Estimated Useful Lives (in Years)	3 years
Computer equipment and software \| Maximum
Property, Plant and Equipment, Net
Estimated Useful Lives (in Years)	8 years
Furniture and fixtures
Property, Plant and Equipment, Net
Property, plant and equipment, gross	$ 8,478	$ 8,599
Furniture and fixtures \| Minimum
Property, Plant and Equipment, Net
Estimated Useful Lives (in Years)	5 years
Furniture and fixtures \| Maximum
Property, Plant and Equipment, Net
Estimated Useful Lives (in Years)	15 years

Intangible Assets and Goodwill - Intangibles (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Intangibles
Gross Carrying Amount	$ 702,338	$ 700,173
Accumulated Amortization	(457,799)	(407,509)
Intangible Asset, net	244,539	292,664
Impairment charge	0	0
Carrying amount of indefinite-lived trade names which are not amortizable	5,300
Aggregated amortization expense	$ 50,500	$ 54,700	$ 59,300
Customer relationships
Intangibles
Weighted Average Useful Life (in years)	9 years 6 months	10 years 2 months 12 days
Gross Carrying Amount	$ 508,241	$ 508,485
Accumulated Amortization	(316,084)	(278,306)
Intangible Asset, net	$ 192,157	$ 230,179
Developed technology
Intangibles
Weighted Average Useful Life (in years)	2 years 9 months 18 days	3 years 4 months 24 days
Gross Carrying Amount	$ 88,553	$ 88,553
Accumulated Amortization	(87,612)	(87,111)
Intangible Asset, net	941	1,442
Trade names
Intangibles
Gross Carrying Amount	8,400	8,400
Accumulated Amortization	(3,100)	(3,100)
Intangible Asset, net	5,300	5,300
Accumulated impairment losses	$ 44,100	$ 44,100
Outsource contract costs
Intangibles
Weighted Average Useful Life (in years)	3 years 7 months 6 days	3 years 3 months 18 days
Gross Carrying Amount	$ 16,814	$ 16,331
Accumulated Amortization	(14,486)	(13,036)
Intangible Asset, net	$ 2,328	$ 3,295
Internally developed software
Intangibles
Weighted Average Useful Life (in years)	3 years 2 months 12 days	3 years 8 months 12 days
Gross Carrying Amount	$ 49,108	$ 47,182
Accumulated Amortization	(27,812)	(20,152)
Intangible Asset, net	$ 21,296	$ 27,030
Assembled workforce
Intangibles
Weighted Average Useful Life (in years)	1 year	2 years
Gross Carrying Amount	$ 4,473	$ 4,473
Accumulated Amortization	(3,355)	(2,237)
Intangible Asset, net	$ 1,118	$ 2,236
Purchased software
Intangibles
Weighted Average Useful Life (in years)	12 years	13 years
Gross Carrying Amount	$ 26,749	$ 26,749
Accumulated Amortization	(5,350)	(3,567)
Intangible Asset, net	$ 21,399	$ 23,182

Intangibles Assets and Goodwill - Intangibles - Amortization expense (Details) $ in Thousands	Dec. 31, 2021 USD ($)
Intangibles amortization expense
2022	$ 47,395
2023	38,619
2024	30,944
2025	23,416
2026	19,269
Thereafter	79,243
Intangible assets, net	$ 238,886

Intangible Assets and Goodwill - Goodwill (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($) segment	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
Goodwill
Number of segments \| segment	3
Beginning of Year Balance	$ 359,781	$ 359,771
Deletions	(825)
Currency Translation Adjustments	(633)	10
End of Year Balance	358,323	359,781
ITPS
Goodwill
Beginning of Year Balance	254,130	254,120
Deletions	(825)
Currency Translation Adjustments	(633)	10
End of Year Balance	252,672	254,130
Accumulated impairment losses	316,500	317,500	$ 317,500
HS
Goodwill
Beginning of Year Balance	86,786	86,786
End of Year Balance	86,786	86,786
LLPS
Goodwill
Beginning of Year Balance	18,865	18,865
End of Year Balance	18,865	18,865
Accumulated impairment losses	$ 243,400	$ 243,400	$ 243,400

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Accrued Liabilities and Other Long-Term Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Accrued liabilities
Accrued taxes (exclusive of income taxes)	$ 9,858	$ 12,953
Accrued lease exit obligations	36	270
Accrued professional and legal fees	29,119	33,897
Accrued appraisal action liability	63,422	60,654
Accrued legal reserve for pending litigation	8,046	15,146
Accrued transaction costs	2,305	2,739
Other accruals	733	740
Total accrued liabilities including accrued interest	113,519	126,399
Other Long-term liabilities
Deferred revenue	901	542
Accrued rent		449
Accrued lease exit obligations	195	195
Accrued compensation expense	1,578	1,897
Cares Act payroll tax deferrals		7,183
Other	3,325	3,358
Other Long-term liabilities	$ 5,999	$ 13,624

Long-Term Debt and Credit Facilities - Senior Secured Notes (Details) - USD ($)			1 Months Ended	3 Months Ended			12 Months Ended
	Dec. 09, 2021	Oct. 27, 2021	Dec. 31, 2021	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Jul. 13, 2018	Jul. 12, 2017
Long-Term Debt and Credit Facilities.
Debt repayment in cash	$ 225,000,000.0	$ 225,000,000.0
Public exchange in cash		900
Debt instrument principle amount denomination		1,000
Debt instrument face amount exchanged		912,660,000
Gain (Loss) on Extinguishment of Debt				$ (11,381,000)	$ 28,070,000	$ (9,589,000)	$ 16,689,000	$ (9,589,000)	$ (1,404,000)
Outstanding debt			$ 1,249,227,000	1,249,227,000		$ 1,537,956,000	1,249,227,000	$ 1,537,956,000
Debt instrument, repayment made In cash	84,300,000
Senior secured notes
Long-Term Debt and Credit Facilities.
Principal amount											$ 1,000,000,000.0
Interest rate (in percent)											10.00%
Debt Instrument, Interest Rate, Stated Percentage											10.00%
Gain (Loss) on Extinguishment of Debt							15,300,000
Senior secured term loan
Long-Term Debt and Credit Facilities.
Principal amount											$ 350,000,000.0
Gain (Loss) on Extinguishment of Debt							15,300,000
Outstanding debt	212,100,000		$ 93,200,000	$ 93,200,000			$ 93,200,000
Secured 2023 notes
Long-Term Debt and Credit Facilities.
Interest rate (in percent)			11.50%	11.50%			11.50%
Debt Instrument, Interest Rate, Stated Percentage			11.50%	11.50%			11.50%
Debt instrument principle amount denomination		$ 1,000
Debt instrument face amount exchanged percentage		91.30%
Gain (Loss) on Extinguishment of Debt							$ 12,900,000
Debt instrument face amount exchanged outstanding			$ 22,800,000	$ 22,800,000			22,800,000
Secured 2026 notes
Long-Term Debt and Credit Facilities.
Principal amount	127,800,000		4,500,000	$ 4,500,000			4,500,000
Net proceeds from 2026 notes			$ 3,600,000
Interest rate (in percent)		11.50%
Debt Instrument, Interest Rate, Stated Percentage		11.50%
Debt instrument principle amount denomination		$ 1,000
Debt instrument face amount exchanged	$ 662,660,000
Gain (Loss) on Extinguishment of Debt							$ 1,000,000.0
Senior secured revolving facility
Long-Term Debt and Credit Facilities.
Outstanding debt										$ 343,400,000

Long-Term Debt and Credit Facilities - Debt Refinancing (Details) - USD ($) $ in Millions	Jul. 12, 2017	Dec. 31, 2021	Dec. 31, 2020
Senior secured term loan
Long-Term Debt and Credit Facilities.
Original issue discount	$ 7.0
Principal percentage of each of first eight payments (as a percent)	0.60%
Principal percentage of each payment thereafter (as a percent)	1.30%
Senior secured term loan \| LIBOR
Long-Term Debt and Credit Facilities.
Applicable margin rate	7.50%
Floor interest rate	1.00%
Senior secured term loan \| Base rate
Long-Term Debt and Credit Facilities.
Principal percentage of each payment thereafter (as a percent)	6.50%
Senior secured revolving facility
Long-Term Debt and Credit Facilities.
Maximum borrowing capacity	$ 100.0
Letters of credit outstanding		$ 0.5	$ 19.5
Credit facility drawn		$ 100.0	$ 100.0
Senior secured revolving facility \| LIBOR
Long-Term Debt and Credit Facilities.
Principal percentage of each payment thereafter (as a percent)	7.00%
Senior secured revolving facility \| Base rate
Long-Term Debt and Credit Facilities.
Principal percentage of each payment thereafter (as a percent)	6.00%

Long-Term Debt and Credit Facilities - Term Loan Repricing (Details) - USD ($) $ in Thousands	Apr. 16, 2019	Jul. 13, 2018	Dec. 31, 2021	Dec. 31, 2020
Long-Term Debt and Credit Facilities.
Outstanding amount of term loans			$ 1,249,227	$ 1,537,956
Proceeds from refinancing term loans	$ 30,000	$ 30,000
First Amendment
Long-Term Debt and Credit Facilities.
Outstanding amount of term loans		$ 343,400
Reduction in interest rate (in percentage)		1.00%
First Amendment \| Federal funds rate
Long-Term Debt and Credit Facilities.
Variable interest rate (as a percent)		0.50%
First Amendment \| LIBOR
Long-Term Debt and Credit Facilities.
Floor interest rate		1.00%
Variable interest rate (as a percent)		6.50%
First Amendment \| One-month adjusted LIBOR
Long-Term Debt and Credit Facilities.
Variable interest rate (as a percent)		1.00%
First Amendment \| Base rate
Long-Term Debt and Credit Facilities.
Variable interest rate (as a percent)		5.50%
Senior secured revolving facility
Long-Term Debt and Credit Facilities.
Outstanding amount of term loans		$ 343,400
Maximum debt issuance costs for new lenders exceeded 10% test		100
Senior secured revolving facility \| First Amendment
Long-Term Debt and Credit Facilities.
Debt issuance costs		1,000
Amortization expense of debt issuance costs		1,000
Write off of previously recognized debt issuance costs		$ 100

Long-Term Debt and Credit Facilities - Incremental Term Loan (Details) - USD ($) $ in Millions			12 Months Ended
	Apr. 16, 2019	Jul. 13, 2018	Dec. 31, 2020
Long-Term Debt and Credit Facilities.
Proceeds from incremental term loans	$ 30.0	$ 30.0
Repricing Term Loan
Long-Term Debt and Credit Facilities.
Debt extinguishment costs			$ 1.4

Long-Term Debt and Credit Facilities - Repurchases (Details) - USD ($) $ in Thousands	3 Months Ended			12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Dec. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Jul. 12, 2017
Net cash consideration				$ 71,184
Gain on early extinguishment of debt, net	$ (11,381)	$ 28,070	$ (9,589)	16,689	$ (9,589)	$ (1,404)
Senior secured notes
Repurchase of principal amount	64,500			64,500
Principal amount							$ 1,000,000
Net cash consideration				48,400
Gain on early extinguishment of debt, net				15,300
Original issue discount written off				600
Write off of Deferred Debt Issuance Cost				200
Senior secured term loan
Repurchase of principal amount	$ 40,000			40,000
Principal amount							$ 350,000
Net cash consideration				22,800
Gain on early extinguishment of debt, net				15,300
Original issue discount written off				400
Write off of Deferred Debt Issuance Cost				$ 1,500

Long-Term Debt and Credit Facilities - Receivables Securitization (Details) - USD ($) $ in Thousands					6 Months Ended	12 Months Ended
	Dec. 09, 2021	Dec. 17, 2020	May 21, 2020	Jan. 10, 2020	Sep. 30, 2021	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	May 18, 2020	Jul. 12, 2017
Debt instrument, repayment made In cash	$ 84,300
Outstanding balance of debt						$ 1,246,720
Proceeds from initial borrowings						11,000	$ 29,750	$ 206,500
Senior secured notes
Principal amount										$ 1,000,000
Write off of Deferred Debt Issuance Cost						200
A/R Facility
Accounts Receivable from Securitization				$ 160,000
Accounts Receivable, Securitization, Term				5 years
Minimum liquidity for A/R facility				$ 60,000					$ 35,000
Forbearance fee									$ 5,000
Forbearance fee payable				$ 4,800
Variable interest rate (as a percent)				4.50%
Write off of Deferred Debt Issuance Cost		$ 8,200
Repayment of principal, accrued interest and fees		500
Outstanding borrowings under the facility		83,000
Early termination fee		$ 800
A/R Facility \| Base rate
Variable interest rate (as a percent)			5.75%	3.75%
A/R Facility \| Federal funds rate
Variable interest rate (as a percent)				0.50%
A/R Facility \| One-month adjusted LIBOR
Variable interest rate (as a percent)				1.00%
A/R Facility \| LIBOR
Variable interest rate (as a percent)			6.75%	4.75%
Floor interest rate				1.00%
Securitization Facility
Variable interest rate (as a percent)							8.75%
Outstanding borrowings under the facility						$ 91,900
Facility term (years)		5 years
Available facility amount		$ 145,000
Initial funding supported by receivables		92,000
Further funding supported by inventory and intellectual property		53,000
Proceeds from initial borrowings		$ 92,000
Proceeds from additional borrowings					$ 53,000
Securitization Facility \| Federal funds rate
Variable interest rate (as a percent)							0.50%
Securitization Facility \| One-month adjusted LIBOR
Variable interest rate (as a percent)							1.00%
Securitization Facility \| LIBOR
Variable interest rate (as a percent)							9.75%

Long-Term Debt and Credit Facilities - Long-Term Debt Outstanding (Details) - USD ($) $ in Thousands	Dec. 09, 2021	Mar. 31, 2022	Dec. 31, 2021	Dec. 07, 2021	Nov. 17, 2021	Dec. 31, 2020	Jul. 12, 2017
Long-Term Debt and Credit Facilities.
Total debt			$ 1,249,227			$ 1,537,956
Less: Current portion of long-term debt			(236,775)			(39,952)
Long-term debt, net of current maturities			1,012,452			1,498,004
Senior secured notes
Long-Term Debt and Credit Facilities.
Principal amount							$ 1,000,000
Interest rate (in percent)							10.00%
Other
Long-Term Debt and Credit Facilities.
Total debt			29,296			37,653
First lien credit agreement
Long-Term Debt and Credit Facilities.
Total debt			89,585			343,597
Debt discount			800			4,800
Unamortized debt issuance costs			2,800			17,100
Senior secured notes
Long-Term Debt and Credit Facilities.
Debt discount			200			11,300
Unamortized debt issuance costs			100			4,500
Revolver
Long-Term Debt and Credit Facilities.
Total debt			99,477			80,543
Securitization Facility
Long-Term Debt and Credit Facilities.
Total debt			91,947			91,947
Less: Current portion of long-term debt		$ (230,600)	(236,700)
Secured 2023 notes \| Senior secured notes
Long-Term Debt and Credit Facilities.
Total debt			22,616			$ 984,216
Secured 2026 notes
Long-Term Debt and Credit Facilities.
Total debt			801,306
Principal amount	$ 790,500
Interest rate (in percent)	11.50%
Debt instrument, redemption price percentage	100.00%
Debt instrument redemption price premium, percentage on principle amount	1.00%
Debt Instrument Redemption price premium, basis spread on variable rate	50.00%
Secured 2026 notes \| Senior secured notes
Long-Term Debt and Credit Facilities.
Debt exchange premium			15,400
Unamortized debt issuance costs			9,000
BRCC Facility
Long-Term Debt and Credit Facilities.
Total debt			$ 115,000
Principal amount				$ 115,000	$ 75,000
Interest rate (in percent)					11.50%

Long-Term Debt and Credit Facilities - Maturities of long-term debt (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Maturities of long-term debt
2022	$ 236,775
2023	211,988
2024	3,005
2026	794,952
Total long-term debt	1,246,720
Less: Unamortized discount and debt issuance costs	2,507
Total debt	$ 1,249,227	$ 1,537,956

- Definition

Amount, excluding unamortized premium (discount) and debt issuance cost, of long-term debt. Excludes lease obligation.

+ References + Details

Income Taxes - Components And Provisions (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Components income/ (loss) before income taxes
United States									$ (135,299)	$ (158,186)	$ (511,165)
Foreign									4,565	(6,760)	9,691
Net loss before income taxes	$ (62,383)	$ (11,773)	$ (17,360)	$ (39,218)	$ (78,707)	$ (27,998)	$ (48,030)	$ (10,211)	(130,734)	(164,946)	(501,474)
Provision for federal, state, and foreign income taxes
Federal - Current											(1,308)
Federal - Deferred									5	480	(3,879)
State - Current									1,232	1,325	2,255
State - Deferred									351	1,542	(807)
Foreign - Current									3,775	4,318	5,770
Foreign - Deferred									6,293	5,919	5,611
Income tax expense	$ 8,226	$ 1,441	$ 2,007	$ (18)	$ 10,144	$ 320	$ 661	$ 2,459	$ 11,656	$ 13,584	$ 7,642

Income Taxes - Income tax reconciliation (Details) - USD ($)	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Income Taxes
Statutory tax rate									21.00%		35.00%
Reconciliation of effective income tax amount
Tax at statutory rate									$ (27,454,000)	$ (34,639,000)	$ (105,310,000)
State income taxes									(1,626,000)	(5,234,000)	(7,666,000)
Foreign income taxes									1,567,000	(516,000)	4,390,000
Nondeductible goodwill impairment											61,699,000
Cancellation of debt income									(6,429,000)
Permanent differences									359,000	218,000	1,275,000
Litigation settlement									2,000	71,000	3,310,000
Changes in valuation allowance									11,857,000	53,115,000	30,064,000
Unremitted earnings									1,072,000	(275,000)	1,604,000
GILTI Inclusion										(4,996,000)	3,772,000
Expiration of tax attributes									31,014,000	4,944,000	10,807,000
Other									1,294,000	896,000	3,697,000
Income tax expense	$ 8,226,000	$ 1,441,000	$ 2,007,000	$ (18,000)	$ 10,144,000	$ 320,000	$ 661,000	$ 2,459,000	11,656,000	13,584,000	$ 7,642,000
Income tax expense (benefit) GILTI									0
Estimated income tax expense (benefit) GILT										5,000,000.0
Income tax expense (benefit) BEAT									$ 0	$ 0

Income Taxes - Components of deferred income tax liabilities and assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Deferred income tax liabilities:
Book over tax basis of intangible assets and fixed assets	$ (55,449)	$ (65,724)
Unremitted foreign earnings	(7,135)	(6,063)
Operating lease and finance lease right-of-use assets	(9,573)	(11,597)
Other, net	(1,584)	(2,604)
Total deferred income tax liabilities	(73,741)	(85,988)
Deferred income tax assets:
Allowance for doubtful accounts and receivable adjustments	1,816	1,704
Inventory	2,362	1,677
Accrued liabilities	12,606	15,345
Net operating loss and tax credit carryforwards	141,946	171,148
Tax deductible goodwill	4,424	6,171
Disallowed Interest Deduction	106,449	74,672
Operating lease and finance lease liabilities	10,211	13,004
Other, net	18,197	19,334
Total deferred income tax assets	298,011	303,055
Valuation allowance	(233,755)	(220,030)
Total net deferred income tax assets (liabilities)	(9,485)	$ (2,963)
Increase (decrease) in valuation allowance	13,700
Federal
Deferred income tax assets:
Valuation allowance related to disallowed interest deduction	89,000
Valuation allowance related to limitation of utilization of NOL carryforwards	60,400
State
Deferred income tax assets:
Valuation allowance related to disallowed interest deduction	12,200
Valuation allowance related to limitation of utilization of NOL carryforwards	4,700
Foreign.
Deferred income tax assets:
Valuation allowance related to disallowed interest deduction	$ 67,500

Income Taxes - Net operating loss carryforwards (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($)
Operating loss carryforwards
Reduction of federal net operating loss from CODI	$ 147,100
Federal
Operating loss carryforwards
Net operating loss carryforwards	459,189
Federal \| 2022 - 2026
Operating loss carryforwards
Net operating loss carryforwards	118,277
Federal \| 2027 - 2031
Operating loss carryforwards
Net operating loss carryforwards	134,410
Federal \| 2032 - 2041
Operating loss carryforwards
Net operating loss carryforwards	206,502
State
Operating loss carryforwards
Net operating loss carryforwards	377,221
State \| 2022 - 2026
Operating loss carryforwards
Net operating loss carryforwards	68,462
State \| 2027 - 2031
Operating loss carryforwards
Net operating loss carryforwards	100,595
State \| 2032 - 2041
Operating loss carryforwards
Net operating loss carryforwards	208,164
Foreign.
Operating loss carryforwards
Net operating loss carryforwards	76,600
Foreign. \| 2024 \| Exela Poland
Operating loss carryforwards
Net operating loss carryforwards	600
Foreign. \| 2026 \| Hungary and Serbia
Operating loss carryforwards
Net operating loss carryforwards	700
Foreign. \| 2027 \| Netherland
Operating loss carryforwards
Net operating loss carryforwards	2,300
Foreign. \| 2031 \| Finland
Operating loss carryforwards
Net operating loss carryforwards	$ 1,000

Income Taxes - Unrecognized tax benefits (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Income Taxes
Recognized tax benefit	$ 800	$ 700	$ 700
Unrecognized tax benefits	2,077	1,836	4,314
Accrued interest and penalties on unrecognized tax benefits	2,400	2,100	2,100
Interest and penalties recorded on unrecognized tax benefits	(300)	(0)	(200)
Reconciliation of total amounts of unrecognized tax benefits
Balance at beginning of the period	1,836	4,314	1,476
Gross increases - tax positions in current period	460	151	1,470
Settlement	(90)
Balance at end of the period	2,077	1,836	4,314
Deferred taxes provided for withholding or other taxes for repatriation of foreign earnings	0
Undistributed earnings from foreign subsidiaries	132,900
Foreign withholding taxes on the undistributed earnings	7,100	6,000
Undistributed Foreign Earnings	1,100	300	1,600
Prior tax period 1
Reconciliation of total amounts of unrecognized tax benefits
Gross increases - tax positions in prior period			1,378
Gross decreases - tax positions in prior period		(21)
Prior tax period 2
Reconciliation of total amounts of unrecognized tax benefits
Gross decreases - tax positions in prior period	$ (129)	$ (2,608)	$ (10)

Employee Benefit Plans - Germany & UK (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Pension plans
Plan assets	$ 89,972	$ 87,215	$ 75,875
Weighted average expected long-term rate	2.73%
German Pension Plan \| Unfunded Plan
Pension plans
Plan assets	$ 0
German Pension Plan \| Unfunded Plan \| Minimum
Pension plans
Qualifying period	10 years
U.K. Pension Plan
Pension plans
Historical performance period	10 years
Weighted average expected long-term rate	2.72%	3.47%
U.K. Pension Plan \| Minimum
Pension plans
Minimum required years prior to retirement for eligibility	3 years
Historical performance period	15 years	10 years
U.K. Pension Plan \| Maximum
Pension plans
Historical performance period	20 years	20 years
Asterion Pension Plan
Pension plans
Weighted average expected long-term rate	1.13%	0.79%
Asterion Pension Plan \| Minimum
Pension plans
Minimum required years prior to retirement for eligibility	3 years
Norway Pension Plan
Pension plans
Weighted average expected long-term rate	3.10%	2.70%
Norway Pension Plan \| Minimum
Pension plans
Minimum required years prior to retirement for eligibility	3 years

Employee Benefit Plans - Funded Status (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Change in Benefit Obligation:
Benefit obligation at beginning of period	$ 122,011	$ 100,961
Service cost	68	69
Interest cost	$ 1,686	1,984
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Interest Cost, Statement of Income or Comprehensive Income [Extensible Enumeration]	Selling, General and Administrative Expense.
Actuarial loss	$ (2,296)	18,861
Plan amendments	(28)	(10)
Plan curtailment	98
Benefits paid	(2,497)	(4,745)
Foreign-exchange rate changes	(1,570)	4,891
Benefit obligation at end of year	117,472	122,011
Change in Plan Assets:
Fair value of plan assets at beginning of period	87,215	75,875
Actual return on plan assets	2,950	10,755
Employer contributions	3,189	2,052
Plan participants' contributions	16
Benefits paid	(2,393)	(4,651)
Foreign-exchange rate changes	(1,005)	3,184
Fair value of plan assets at end of period	89,972	87,215
Funded status at end of year	(27,500)	(34,796)
Net amount recognized in the Consolidated Balance Sheets:
Pension liability (a)	(28,383)	(35,515)
Minimum regulatory benefit for Philippine legal entity	700	600
Amounts recognized in accumulated other comprehensive loss, net of tax consist of:
Net actuarial loss	(10,946)	(17,064)
Net amount recognized in accumulated other comprehensive loss	10,946	17,064
Plans with underfunded or non-funded accumulated benefit obligation:
Aggregate fair value of plan assets	89,972	87,215
Defined Benefit Plan, Overfunded Plan [Member]
Change in Plan Assets:
Fair value of plan assets at end of period	89,972
Plans with underfunded or non-funded accumulated benefit obligation:
Aggregate fair value of plan assets	89,972
Defined Benefit Plan, Underfunded Plan [Member]
Change in Plan Assets:
Fair value of plan assets at beginning of period	87,215
Fair value of plan assets at end of period		87,215
Plans with underfunded or non-funded accumulated benefit obligation:
Aggregate fair value of plan assets		87,215
Underfunded Or Unfunded Plan [Member]
Change in Plan Assets:
Fair value of plan assets at beginning of period	87,215
Fair value of plan assets at end of period	89,972	87,215
Plans with underfunded or non-funded accumulated benefit obligation:
Aggregate projected benefit obligation	117,472	122,010
Aggregate accumulated benefit obligation	117,472	122,010
Aggregate fair value of plan assets	89,972	87,215
U.K. And Asterion Plans
Net amount recognized in the Consolidated Balance Sheets:
Pension liability (a)	(28,383)	(35,515)
U.K. Pension Plan
Net amount recognized in the Consolidated Balance Sheets:
Pension liability (a)	(23,000)	(29,700)
Asterion Pension Plan
Net amount recognized in the Consolidated Balance Sheets:
Pension liability (a)	(2,500)	(2,700)
Norway Pension Plan
Net amount recognized in the Consolidated Balance Sheets:
Pension liability (a)	(100)	(100)
German Pension Plan
Net amount recognized in the Consolidated Balance Sheets:
Pension liability (a)	(2,100)	$ (2,400)
German Pension Plan \| Unfunded Plan
Change in Plan Assets:
Fair value of plan assets at end of period	0
Plans with underfunded or non-funded accumulated benefit obligation:
Aggregate fair value of plan assets	$ 0

Employee Benefit Plans - Tax Effect on Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Amounts in Accumulated Other Comprehensive Loss Expected to be Recognized in Net Periodic Benefit Costs
Net actuarial loss	$ (10,946)	$ (17,064)
Deferred tax benefit		$ 2,000	$ 2,000

Employee Benefit Plans - Pension Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Net periodic benefit cost
Service cost	$ 68	$ 69
Interest cost	$ 1,686	1,984
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Expected Return (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Selling, General and Administrative Expense.
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Amortization of Prior Service Cost (Credit), Statement of Income or Comprehensive Income [Extensible Enumeration]	Selling, General and Administrative Expense.
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Amortization of Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Selling, General and Administrative Expense.
Defined Benefit Plan, Net Periodic Benefit (Cost) Credit, Settlement Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration]	Selling, General and Administrative Expense.
Employer contributions	$ 3,189	2,052
Total employer contributions to pension plans	3,200	2,100
Pension And Postretirement [Member]
Net periodic benefit cost
Service cost	68	74	$ 80
Interest cost	1,686	1,984	2,448
Expected return on plan assets	(2,410)	(2,530)	(2,460)
Amortization of prior service cost	224	150	(169)
Amortization of net loss	3,340	1,739	1,768
Settlement loss		552
Net periodic benefit cost	$ 2,908	$ 1,969	$ 1,667

Employee Benefits Plans - Valuation (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Valuation
Maximum percentage of unrecognized gains (losses) for amortization	10.00%
Amortization period for gains (losses) of defined benefit plans	15 years
Fair value of plan assets	$ 89,972	$ 87,215	$ 75,875
Weighted-average assumptions used to determine net periodic benefit cost:
Expected asset return	2.73%
U.K. Pension Plan
Valuation
Historical performance period	10 years
Weighted-average assumptions used to determine benefit obligations:
Discount rate	1.80%	1.40%
Weighted-average assumptions used to determine net periodic benefit cost:
Discount rate	1.40%	2.10%
Expected asset return	2.72%	3.47%
U.K. Pension Plan \| Minimum
Valuation
Historical performance period	15 years	10 years
U.K. Pension Plan \| Maximum
Valuation
Historical performance period	20 years	20 years
Asterion Pension Plan
Weighted-average assumptions used to determine benefit obligations:
Discount rate	1.13%	0.79%
Weighted-average assumptions used to determine net periodic benefit cost:
Discount rate	1.13%	0.79%
Expected asset return	1.13%	0.79%
Norway Pension Plan
Weighted-average assumptions used to determine benefit obligations:
Discount rate	1.90%	1.70%
Rate of compensation increase	2.75%	2.25%
Weighted-average assumptions used to determine net periodic benefit cost:
Discount rate	1.90%	1.70%
Expected asset return	3.10%	2.70%
Rate of compensation increase	2.75%	2.25%
German Pension Plan
Weighted-average assumptions used to determine benefit obligations:
Discount rate	1.00%	0.75%
Weighted-average assumptions used to determine net periodic benefit cost:
Discount rate	1.00%	0.75%
Unfunded Plan \| German Pension Plan
Valuation
Fair value of plan assets	$ 0

Employee Benefit Plans - Plan Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Weighted average allocation of plan assets (as a percent)	100.00%	100.00%	100.00%
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 89,972	$ 87,215	$ 75,875
Minimum
Defined Benefit Plan Disclosure [Line Items]
Investment objective period to earn long-term expected rate of return	15 years
Maximum
Defined Benefit Plan Disclosure [Line Items]
Investment objective period to earn long-term expected rate of return	20 years
Level 1
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 149	430
Level 2
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	89,823	86,785
Cash.
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	149	430
Cash. \| Level 1
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 149	$ 430
UK and international equities
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Weighted average allocation of plan assets (as a percent)	32.80%	31.40%	29.90%
U.S.
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 17,423	$ 16,201
U.S. \| Level 2
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	17,423	16,201
International
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	11,909	10,802
International \| Level 2
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 11,909	$ 10,802
UK government and corporate bonds
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Weighted average allocation of plan assets (as a percent)	2.50%	2.70%	12.50%
Corporate bonds / UK Gilts
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 2,292	$ 2,353
Corporate bonds / UK Gilts \| Level 2
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 2,292	$ 2,353
Diversified growth fund
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Weighted average allocation of plan assets (as a percent)	25.70%	21.00%	41.30%
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 23,122	$ 18,313
Diversified growth fund \| Level 2
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 23,122	$ 18,313
Multi Asset Credit Fund [Member]
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Weighted average allocation of plan assets (as a percent)	4.40%	4.30%
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 3,919	$ 3,713
Multi Asset Credit Fund [Member] \| Level 2
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 3,919	$ 3,713
Liability Driven Investments [Member]
Defined Benefit Plan, Plan Assets, Allocations [Abstract]
Weighted average allocation of plan assets (as a percent)	34.60%	40.60%	16.30%
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 31,158	$ 35,403
Liability Driven Investments [Member] \| Level 2
Defined Benefit Plan Pension Assets Fair Value By Category [Abstract]
Fair value of plan assets	$ 31,158	$ 35,403

Employee Benefit Plans - Employer Contributions (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Employer Contributions
Total employer contributions to pension plans	$ 3,200	$ 2,100
Employer contributions to pension plans expected during 2021	2,600
Estimated Future Benefit Payments
2022	2,120
2023	2,069
2024	2,878
2025	2,959
2026	3,071
2027 - 2031	18,999
Total estimated future benefit payments	$ 32,096

Commitments and Contingencies (Details) $ / shares in Units, € in Millions						1 Months Ended		12 Months Ended
	Mar. 16, 2022 USD ($)	May 28, 2021 USD ($)	Mar. 26, 2020 USD ($)	Jan. 30, 2020 $ / shares	Sep. 21, 2017 $ / shares shares	Nov. 30, 2020 USD ($)	Sep. 30, 2020 EUR (€)	Dec. 31, 2021 USD ($)	Mar. 31, 2020 shares
Commitments and Contingencies
Amount awarded to petitioners								$ 63,400,000
Shares returned to company \| shares									1,523,578
Accrued liability								63,400,000
Subsequent Events
Commitments and Contingencies
Paid of accrued amount for settlement	$ 40,000,000
Adverse Arbitration Order
Commitments and Contingencies
Accrued liability		$ 9,700,000						$ 3,300,000
Amount awarded to customer						$ 13,000,000.0
Amount paid towards judgement		8,800,000
Paid of accrued amount for settlement		$ 900,000
Earnout sought \| €							€ 10.0
SourceHOV \| Petitioners
Commitments and Contingencies
Court determined fair value of stock at time of business combination (per share) \| $ / shares				$ 4,591
Amount awarded to petitioners			$ 57,698,426
SourceHOV \| Minimum \| Petitioners
Commitments and Contingencies
Argued fair value per share \| $ / shares					$ 1,633.85
SourceHOV \| Maximum \| Petitioners
Commitments and Contingencies
Argued fair value per share \| $ / shares					$ 5,079.28
SourceHOV \| Fair value guarantee \| Common Stock
Commitments and Contingencies
Number of shares owned \| shares					10,304
Sigma 2, LLC \| Petitioners
Commitments and Contingencies
Shares returned to company \| shares									1,523,578

Fair Value Measurement (Details) - USD ($) $ in Thousands	12 Months Ended
Fair Value Measurement (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Carrying amounts and estimated fair values of financial instruments
Goodwill	$ 358,323	$ 359,781	$ 359,771
Senior secured term loan
Assets and liabilities measured at fair value
Fair value percentage	80.00%
Secured 2023 notes
Assets and liabilities measured at fair value
Fair value percentage	79.00%
Secured 2026 notes
Assets and liabilities measured at fair value
Fair value percentage	77.00%
Level 3
Reconciliation of net assets and liabilities
Balance as of Beginning of Period	$ 300	721
Earn-out Adjustments		279
Payments	(300)	(700)
Balance as of End of Period		300
Carrying Amount \| Recurring assets and liabilities
Carrying amounts and estimated fair values of financial instruments
Long-term debt	1,012,452	1,498,004
Interest rate swap liability		125
Acquisition contingent liability		300
Carrying Amount \| Nonrecurring assets and liabilities
Carrying amounts and estimated fair values of financial instruments
Goodwill	358,323	359,781
Fair Value \| Recurring assets and liabilities
Carrying amounts and estimated fair values of financial instruments
Long-term debt	803,668	604,775
Interest rate swap liability		125
Acquisition contingent liability		300
Fair Value \| Recurring assets and liabilities \| Level 2
Carrying amounts and estimated fair values of financial instruments
Long-term debt	803,668	604,775
Interest rate swap liability		125
Fair Value \| Recurring assets and liabilities \| Level 3
Carrying amounts and estimated fair values of financial instruments
Acquisition contingent liability		300
Fair Value \| Nonrecurring assets and liabilities
Carrying amounts and estimated fair values of financial instruments
Goodwill	358,323	359,781
Fair Value \| Nonrecurring assets and liabilities \| Level 3
Carrying amounts and estimated fair values of financial instruments
Goodwill	$ 358,323	$ 359,781

Stock-Based Compensation (Details) - RSU's - 2013 Plan - shares	Dec. 31, 2021	Jul. 12, 2017
Stock-based compensation
Unvested RSU's	0	9,880
SourceHOV
Stock-based compensation
Restricted stock units outstanding		24,535

Stock-Based Compensation - Restricted Stock Unit Grants (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Stock-Based Compensation
Payment, Tax Withholding, Share-based Payment Arrangement		$ 7	$ 223
RSU's \| 2018 Plan
Number of Units
Outstanding Balance as of December 31, 2021	26,455
Shares granted	1,466,084
Shares forfeited	(80,001)
Shares vested	(43,530)
Outstanding Balance as of June 30, 2022	1,369,008	26,455
Weighted Average Grant Date Fair Value
Balance at the beginning of the period	$ 3.78
Shares granted	1,780
Shares forfeited	2.73
Shares vested	(2.30)
Balance at the end of the period	$ 1.75	$ 3.78
Average Remaining Contractual Life (Years)
Weighted average remaining contractual life (in years)	1 month 9 days	10 months 28 days
Aggregate Intrinsic Value
Aggregate intrinsic value outstanding	$ 2,393	$ 50
RSU's \| 2018 Plan \| Minimum
Stock-Based Compensation
Vesting period	1 year
RSU's \| 2018 Plan \| Maximum
Stock-Based Compensation
Vesting period	2 years
Common Stock
Stock-Based Compensation
Adjustment to number of shares withheld in lieu of tax obligation of RSU holders in the year 2018		921

Stock-Based Compensation - Stock Incentive Plan (Details) - shares	Dec. 31, 2021	Dec. 31, 2020	Dec. 20, 2017
Exela 2018 Stock Incentive Plan
Common stock shares authorized	1,600,000,000	1,600,000,000
2018 Plan
Exela 2018 Stock Incentive Plan
Common stock shares authorized	17,848,076		2,774,589
2018 Plan \| Maximum
Exela 2018 Stock Incentive Plan
Common stock shares authorized			2,774,588

Stock-Based Compensation - Options (Details) - USD ($) $ / shares in Units, $ in Millions		12 Months Ended
	Jan. 18, 2018	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Unrecognized compensation expense
Total compensation expense		$ 1.2
2013 Plan and 2018 Plan \| Selling, general and administrative expense
Unrecognized compensation expense
Total compensation expense		$ 2.7	$ 2.8	$ 7.8
Stock options
Outstanding
Exercised (in shares)		569,880
Stock options \| 2013 Plan and 2018 Plan
Unrecognized compensation expense
Unrecognized compensation expense		$ 1.4
Stock options \| 2018 Plan
Stock-based compensation
Minimum fair market value per share of underlying stock used to determine option grant price, as a percent	100.00%
Expiration of stock options	10 years
Outstanding
Outstanding Balance at beginning of the year (in shares)		1,635,700
Forfeited (in shares)		(190,401)
Outstanding Balance at the end of the year (in shares)		1,445,299	1,635,700
Weighted average Grant Date fair Value
Outstanding balance at the beginning of the period		$ 5.67
Forfeited		(5.97)
Outstanding balance at the end of the period		5.63	$ 5.67
Weighted Average Exercise Price
Outstanding Balance at the beginning of the year		11.89
Outstanding Balance at the end of the year (in shares)		$ 11.78	$ 11.89
Additional information
Average Remaining Vesting Period		8 months 8 days	1 year 5 months 1 day
Aggregate Intrinsic Value		$ 0.0
Stock options \| 2018 Plan \| Minimum
Stock-based compensation
Vesting period		2 years
Stock options \| 2018 Plan \| Maximum
Stock-based compensation
Vesting period		4 years

Stock-Based Compensation - Market Performance Units (Details) - USD ($) $ / shares in Units, $ in Millions		12 Months Ended
	Sep. 14, 2021	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation expense		$ 1.2
Market Performance Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value of the awards		$ 0.46
Unrecognized compensation expense		$ 2.7
Market Performance Units \| Share Price (Less or equal to $2.00 per share)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		0.00%
Share Price		$ 2.00
Market Performance Units \| Tranche 1
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage	50.00%
Share Price	$ 10
Number of consecutive trading days	60 days
Number of non-consecutive trading days	90 days
Number of trading days under arrangement	180 days
Fair value of the awards		1.48
Modification date fair value		0.44
Market Performance Units \| Tranche 1 \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share Price		2.00
Market Performance Units \| Tranche 1 \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share Price		$ 10.00
Market Performance Units \| Tranche 1 \| Share Price ( Equal to or Greater than $10.00 per share)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		100.00%
Share Price		$ 10
Market Performance Units \| Tranche 2
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage	50.00%
Share Price	$ 20	$ 20
Number of consecutive trading days	60 days
Number of non-consecutive trading days	90 days
Number of trading days under arrangement	180 days
Consideration for forfeited unearned shares		$ 0.0
Fair value of the awards		$ 1.51
Modification date fair value		0.47
Market Performance Units \| Tranche 2 \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share Price		$ 20.00
Market Performance Units \| Tranche 2 \| Share Price (Greater or equal to $20.00 per share)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting percentage		100.00%

Stock-Based Compensation - Summary of activity for the Market Performance RSUs (Details) - Market Performance Units - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Number of Units
Granted	8,500,000
Outstanding Balance as of June 30, 2022	8,500,000
Weighted Average Grant Date Fair Value
Granted	$ 1.50
Balance at the end of the period	$ 0.46
Weighted Average Period Over Which Expected to be Recognized
Weighted average remaining contractual life (in years)	2 years 11 months 23 days	0 years

Stockholders Equity - Common Stock (Details)	12 Months Ended
Stockholders Equity - Common Stock (Details)	Dec. 31, 2021 Vote shares	Dec. 31, 2020 shares	Dec. 31, 2019 shares
Common Stock
Common Stock, shares authorized	1,600,000,000	1,600,000,000
Number of voting rights entitled for each share of Common Stock held \| Vote	1
Common stock, shares outstanding	265,194,961	49,242,225
Common Stock
Common Stock
Preferred stock converted to Common Stock (in shares)	223,977	409,238	112,071

Stockholders Equity - Reverse Stock Split (Details)	Jan. 26, 2021	Jan. 25, 2021	Dec. 31, 2021 shares	Dec. 31, 2020 shares
STOCKHOLDERS' EQUITY
Reverse stock split	0.3333	0.3333
Common stock, shares issued			267,646,667	51,693,931
Shares of common stock offered for exchange			265,194,961	49,242,225
Prior To Stock Split [Member]
STOCKHOLDERS' EQUITY
Common stock, shares issued				147,511,430
Shares of common stock offered for exchange				147,511,430

Stockholders Equity - Preferred Stock (Details) $ / shares in Units, $ in Millions			12 Months Ended
	Jan. 26, 2021	Jan. 25, 2021	Dec. 31, 2021 USD ($) $ / shares shares	Dec. 31, 2020 USD ($) $ / shares shares	Dec. 31, 2019 shares	Jul. 12, 2017 USD ($)
Preferred Stock
Preferred stock, shares authorized			20,000,000	20,000,000
Preferred stock, shares outstanding			2,778,111	3,290,050
Preferred Stock, par value (in dollars per share) \| $ / shares			$ 0.0001	$ 0.0001
Reverse stock split	0.3333	0.3333
Series A Preferred Stock
Preferred Stock
Preferred stock, shares outstanding			2,778,111	3,290,050
Preferred Stock, par value (in dollars per share) \| $ / shares			$ 0.0001
Preferred Stock convertible			0.4713
Preferred Stock, cumulative dividends rate (in percentage)			10.00%
Accumulated preferred stock, Dividends \| $			$ 1.6	$ 1.3
Conversion of Series A Preferred stock to common shares			511,939
Additional common stock issuable upon conversion of remaining convertible shares			1,309,187
Cumulative accrued but unpaid dividends \| $						$ 12.3
Per share average of cumulative preferred dividends (in dollars per share) \| $ / shares			$ 4.4
Common Stock
Preferred Stock
Conversion of Series A Preferred stock to common shares			223,977	409,238	112,071

Stockholders Equity - Treasury Stock (Details)			3 Months Ended	12 Months Ended
Stockholders Equity - Treasury Stock (Details)	Jan. 26, 2021	Jan. 25, 2021	Mar. 31, 2020 shares	Dec. 31, 2021 shares	Dec. 31, 2020 shares	Nov. 08, 2017 shares
Stockholders' Equity
Treasury stock, shares authorized						1,666,667
Shares repurchased (in shares)				929,049
Reverse stock split	0.3333	0.3333
Common stock, shares issued				267,646,667	51,693,931
Common stock, shares outstanding				265,194,961	49,242,225
Shares returned in connection with the Appraisal Action following repayment of Margin Loan (in shares)			1,523,578

Stockholders Equity - Warrants (Details) $ / shares in Units, $ in Millions		12 Months Ended
	Mar. 15, 2021 USD ($) $ / shares shares	Dec. 31, 2021 item $ / shares shares
Warrants
Warrants outstanding		15,565,152
Number of Common Stock each warrant may purchase		0.167
Exercise price of warrant per one sixth of Common Stock \| $ / shares		$ 5.75
Exercise price of warrant per one Common Stock (in US$ per share) \| $ / shares		$ 34.50
Expiration of warrants from business acquisition date		5 years
Warrant redemption price (in US$ per share) \| $ / shares		$ 0.01
Minimum written notice period of redemption		30 days
Minimum common stock sales price for exercise of redemption right (in US$ per share) \| $ / shares		$ 72.00
Minimum trading days within 30-day period at $72 per share for exercise of redemption right \| item		20
Trading day period for exercise of redemption right		30 days
Period of the 30-day period prior to notice of redemption		3 days
Period of current registration effectivity prior to 30-day trading period		5 days
Initial Public Offering [Member]
Warrants
Warrants outstanding		35,000,000
Number of Common Stock each warrant may purchase		0.167
Private Placement
Warrants
Warrants outstanding		9,731,819
Exercise price of warrant per one Common Stock (in US$ per share) \| $ / shares	$ 4.00
Shares issued in stock	9,731,819
Common stock issued price \| $ / shares	$ 2.75
Gross proceeds from offering expected \| $	$ 26.8
Warrant
Warrants
Number of warrants separated from the original unit		34,986,302
Number of warrants not separated from the original unit		13,698
Warrant \| Initial Public Offering [Member]
Warrants
Units issued		35,000,000
Common stock included in units		1
Warrants included in units		1
Warrant \| Private Placement
Warrants
Placement fee Percentage on Gross proceeds	5.50%

Related-Party Transactions - Relationship with HandsOn Global Management (Details) $ in Thousands	1 Months Ended	3 Months Ended									12 Months Ended
	Oct. 31, 2019 USD ($)	Dec. 31, 2021 USD ($)	Sep. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	Mar. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Sep. 30, 2020 USD ($)	Jun. 30, 2020 USD ($)	Mar. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2021 USD ($) agreement	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2016
Related-Party Transactions
Amount of related party transaction											$ 9,191	$ 5,381	$ 9,501
Related party expense		$ 1,992	$ 2,744	$ 2,748	$ 1,707	$ 1,324	$ 1,360	$ 1,146	$ 1,551		9,191	5,381	9,501
Due to Related Parties		$ 1,484									1,484
Settlement gain on related party payable to Ex-Sigma 2												1,287
Rental expenses											$ 51,800	69,100
HGM
Related-Party Transactions
Ownership percentage		9.20%									9.20%
HGM \| Travel Expense
Related-Party Transactions
Amount of related party transaction											$ 100	100	600
HGM \| Master Service Agreement
Related-Party Transactions
Number of master agreements \| agreement											10
Entities affiliated with HGM managed funds \| Master Service Agreement
Related-Party Transactions
Revenue share percentage														25.00%
Affiliate of largest stockholder
Related-Party Transactions
Rental expenses											$ 200	200	400
HOV Services, Ltd \| Data Capture And Technology Services \| Cost of revenue
Related-Party Transactions
Amount of related party transaction											1,300	1,400	1,500
Sigma 2, LLC
Related-Party Transactions
Cash Reimbursed To Related Parties										$ 5,600
Sigma 2, LLC \| Margin Loan
Related-Party Transactions
Related party expense													1,700
Due to Related Parties		$ 6,900									6,900
Settlement gain on related party payable to Ex-Sigma 2												1,300
Amount of bonus paid	$ 4,600
Payroll taxes	1,700
Sigma 2, LLC \| Margin Loan \| Selling, general and administrative expense
Related-Party Transactions
Amount of bonus expense incurred	$ 6,300												6,300
Sigma 2, LLC \| Secondary Offering
Related-Party Transactions
Related party expense													2,100
Sigma 2, LLC \| Legal Expenses
Related-Party Transactions
Related party expense												300	600
SourceHOV \| Master Service Agreement
Related-Party Transactions
Revenue share percentage														75.00%
SourceHOV \| Entities affiliated with HGM managed funds \| Master Service Agreement
Related-Party Transactions
Related party expense											$ 5,700	$ 1,900	$ 1,000

Related-Party Transactions - Consulting Agreement (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Related-Party Transactions
Related party expense	$ 1,992	$ 2,744	$ 2,748	$ 1,707	$ 1,324	$ 1,360	$ 1,146	$ 1,551	$ 9,191	$ 5,381	$ 9,501
Consulting Services \| Oakana Holdings Inc
Related-Party Transactions
Related party expense									$ 200	$ 200	$ 200

Related-Party Transactions - Subscription Agreements (Details) - Subscription Agreements $ in Thousands	2 Months Ended	12 Months Ended
	Dec. 31, 2021 USD ($) director shares	Dec. 31, 2021 USD ($)
Related Party Transaction [Line Items]
Number of directors \| director	5
Proceeds from issuance of stocks		$ 269
Sharon Chandha [Member]
Related Party Transaction [Line Items]
Issuance of Common Stock (in shares) \| shares	62,500
Proceeds from issuance of stocks	$ 100
Par Chadha [Member]
Related Party Transaction [Line Items]
Issuance of Common Stock (in shares) \| shares	158,730
Proceeds from issuance of stocks	$ 200
Martin Akins [Member]
Related Party Transaction [Line Items]
Issuance of Common Stock (in shares) \| shares	63,492
Martin Akins [Member] \| Maximum
Related Party Transaction [Line Items]
Proceeds from issuance of stocks	$ 100
J. Coley Clark [Member]
Related Party Transaction [Line Items]
Issuance of Common Stock (in shares) \| shares	79,365
Proceeds from issuance of stocks	$ 100
John Rexford [Member]
Related Party Transaction [Line Items]
Issuance of Common Stock (in shares) \| shares	39,682
John Rexford [Member] \| Maximum
Related Party Transaction [Line Items]
Proceeds from issuance of stocks	$ 100

Related Party Transactions - Relationship with Apollo Global Management, LLC (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Related-Party Transactions
Related party expense	$ 1,992	$ 2,744	$ 2,748	$ 1,707	$ 1,324	$ 1,360	$ 1,146	$ 1,551	$ 9,191	$ 5,381	$ 9,501
Management Holdings \| Master Service Agreement
Related-Party Transactions
Revenue from related parties										100	600
Caesars \| Master Service Agreement
Related-Party Transactions
Revenue from related parties										900	4,400
ADT LLC \| Master Service Agreement
Related-Party Transactions
Revenue from related parties										300	1,200
Sigma 2, LLC \| Margin Loan
Related-Party Transactions
Related party expense											1,700
Principal amount											55,800
Diamond Resorts Centralized Services \| Master Service Agreement
Related-Party Transactions
Revenue from related parties										900	5,400
Diamond Resorts Centralized Services \| Master Service Agreement \| Maximum
Related-Party Transactions
Related party cost of revenue										100	100
Presidio Group \| Master Service Agreement
Related-Party Transactions
Related party expense										$ 200	$ 1,000

Related-Party Transactions - Receivable and Payable Balance with Affiliates (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Payable and Receivable Balances with Affiliates
Receivables and Prepaid Expenses	$ 715	$ 711
Payables	1,484	97
HOV Services, Ltd
Payable and Receivable Balances with Affiliates
Receivables and Prepaid Expenses	708	711
Rule 14, LLC
Payable and Receivable Balances with Affiliates
Payables	1,483	44
HGM
Payable and Receivable Balances with Affiliates
Receivables and Prepaid Expenses	7
Payables		52
Oakana Holdings Inc
Payable and Receivable Balances with Affiliates
Payables	$ 1	$ 1

Segment and Geographic Area Information - Revenue by segment information (Details) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021 USD ($)	Sep. 30, 2021 USD ($)	Jun. 30, 2021 USD ($)	Mar. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)	Sep. 30, 2020 USD ($)	Jun. 30, 2020 USD ($)	Mar. 31, 2020 USD ($)	Dec. 31, 2021 USD ($) segment	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
Segment information
Number of segments \| segment									3
Revenue	$ 294,312	$ 279,229	$ 293,009	$ 300,056	$ 314,109	$ 305,280	$ 307,722	$ 365,451	$ 1,166,606	$ 1,292,562	$ 1,562,337
Cost of revenue (exclusive of depreciation and amortization)	235,697	211,731	209,080	232,587	254,995	234,222	241,788	292,539	889,095	1,023,544	1,224,735
Segment profit									277,511	269,018	337,602
Selling, general and administrative expenses (exclusive of depreciation and amortization)	48,262	43,244	36,390	41,885	45,879	42,837	47,014	50,374	169,781	186,104	198,864
Depreciation and amortization	19,037	19,094	19,420	19,599	25,826	22,095	22,847	23,185	77,150	93,953	100,903
Related party expense									9,191	5,381	9,501
Interest expense, net	40,293	41,757	42,867	43,131	44,238	43,612	44,440	41,588	168,048	173,878	163,449
Sundry expense (income), net	801	136	(787)	213	98	(434)	(899)	1,082	363	(153)	969
Other expense (income), net	(768)	366	651	152	10,867	(10,414)	(584)	(34,657)	401	(34,788)	14,429
Net loss before income taxes	(62,383)	(11,773)	(17,360)	(39,218)	(78,707)	(27,998)	(48,030)	(10,211)	(130,734)	(164,946)	(501,474)
I T P S Segment [Member]
Segment information
Revenue	216,687	208,304	217,260	231,875	243,537	234,365	243,029	284,112	874,126	1,005,043	1,234,284
Cost of revenue (exclusive of depreciation and amortization)	172,299	157,721	156,669	185,502	200,387	183,671	195,835	235,120	672,191	815,013	1,001,655
Segment profit									201,935	190,030	232,629
H S Segment [Member]
Segment information
Revenue	56,547	53,995	56,204	51,093	51,623	54,209	49,166	64,049	217,839	219,047	256,721
Cost of revenue (exclusive of depreciation and amortization)	46,709	41,945	38,973	35,818	39,394	39,444	36,148	44,931	163,445	159,917	180,045
Segment profit									54,394	59,130	76,676
L L P S Segment [Member]
Segment information
Revenue	21,078	16,930	19,545	17,088	18,949	16,706	15,527	17,290	74,641	68,472	71,332
Cost of revenue (exclusive of depreciation and amortization)	$ 16,689	$ 12,065	$ 13,438	$ 11,267	$ 15,214	$ 11,107	$ 9,805	$ 12,488	53,459	48,614	43,035
Segment profit									$ 21,182	$ 19,858	$ 28,297

Segment and Geographic Area Information - Revenues by principal geographic area (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Revenues by principal geographic area
Revenue	$ 294,312	$ 279,229	$ 293,009	$ 300,056	$ 314,109	$ 305,280	$ 307,722	$ 365,451	$ 1,166,606	$ 1,292,562	$ 1,562,337
U.S.A.
Revenues by principal geographic area
Revenue									941,985	1,057,006	1,286,678
EMEA
Revenues by principal geographic area
Revenue									205,772	213,418	248,466
Other.
Revenues by principal geographic area
Revenue									$ 18,849	$ 22,138	$ 27,193

- Definition

+ References

+ Details

Unaudited Quarterly Financial Data - Statement of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2021	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Mar. 31, 2020	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Selected Quarterly Financial Results (Unaudited)
Revenue	$ 294,312	$ 279,229	$ 293,009	$ 300,056	$ 314,109	$ 305,280	$ 307,722	$ 365,451	$ 1,166,606	$ 1,292,562	$ 1,562,337
Cost of revenue (exclusive of depreciation and amortization)	235,697	211,731	209,080	232,587	254,995	234,222	241,788	292,539	889,095	1,023,544	1,224,735
Selling, general and administrative expenses (exclusive of depreciation and amortization)	48,262	43,244	36,390	41,885	45,879	42,837	47,014	50,374	169,781	186,104	198,864
Depreciation and amortization	19,037	19,094	19,420	19,599	25,826	22,095	22,847	23,185	77,150	93,953	100,903
Related party expense	1,992	2,744	2,748	1,707	1,324	1,360	1,146	1,551	9,191	5,381	9,501
Operating profit (loss)	(10,676)	2,416	25,371	4,278	(13,915)	4,766	(5,073)	(2,198)	21,389	(16,420)	(321,223)
Other expense (income), net:
Interest expense, net	40,293	41,757	42,867	43,131	44,238	43,612	44,440	41,588	168,048	173,878	163,449
Debt modification and extinguishment costs (gain), net	11,381	(28,070)			9,589				(16,689)	9,589	1,404
Sundry expense (income), net	801	136	(787)	213	98	(434)	(899)	1,082	363	(153)	969
Other expense (income), net	(768)	366	651	152	10,867	(10,414)	(584)	(34,657)	401	(34,788)	14,429
Net loss before income taxes	(62,383)	(11,773)	(17,360)	(39,218)	(78,707)	(27,998)	(48,030)	(10,211)	(130,734)	(164,946)	(501,474)
Income tax (expense) benefit	(8,226)	(1,441)	(2,007)	18	(10,144)	(320)	(661)	(2,459)	(11,656)	(13,584)	(7,642)
Net loss	(70,609)	(13,214)	(19,367)	(39,200)	(88,851)	(28,318)	(48,691)	(12,670)	(142,390)	(178,530)	(509,116)
Cumulative dividends for Series A Preferred Stock	(852)	(822)	(798)		(915)	(976)	(858)		(1,576)	(1,309)	(3,309)
Cumulative dividends for Series A Preferred Stock				896				1,440
Net loss attributable to common stockholders	$ (71,461)	$ (14,036)	$ (20,165)	$ (38,304)	$ (89,766)	$ (29,294)	$ (49,549)	$ (11,230)	$ (143,966)	$ (179,839)	$ (512,425)
Weighted average common shares outstanding - basic	207,150,475	150,655,012	61,474,020	50,646,482	49,172,037	49,170,477	49,169,556	49,065,055	118,001,162	49,144,429	48,572,979
Weighted average common shares outstanding - diluted	207,150,475	150,655,012	61,474,020	50,646,482	49,172,037	49,170,477	49,169,556	49,065,055	118,001,162	49,144,429	48,572,979
Earnings per share:
Basic (in dollars per share)	$ (0.34)	$ (0.09)	$ (0.33)	$ (0.76)	$ (1.82)	$ (0.60)	$ (1.01)	$ (0.23)	$ (1.22)	$ (3.66)	$ (10.55)
Diluted (in dollars per share)	$ (0.34)	$ (0.09)	$ (0.33)	$ (0.76)	$ (1.82)	$ (0.60)	$ (1.01)	$ (0.23)	$ (1.22)	$ (3.66)	$ (10.55)
I T P S Segment [Member]
Selected Quarterly Financial Results (Unaudited)
Revenue	$ 216,687	$ 208,304	$ 217,260	$ 231,875	$ 243,537	$ 234,365	$ 243,029	$ 284,112	$ 874,126	$ 1,005,043	$ 1,234,284
Cost of revenue (exclusive of depreciation and amortization)	172,299	157,721	156,669	185,502	200,387	183,671	195,835	235,120	672,191	815,013	1,001,655
H S Segment [Member]
Selected Quarterly Financial Results (Unaudited)
Revenue	56,547	53,995	56,204	51,093	51,623	54,209	49,166	64,049	217,839	219,047	256,721
Cost of revenue (exclusive of depreciation and amortization)	46,709	41,945	38,973	35,818	39,394	39,444	36,148	44,931	163,445	159,917	180,045
L L P S Segment [Member]
Selected Quarterly Financial Results (Unaudited)
Revenue	21,078	16,930	19,545	17,088	18,949	16,706	15,527	17,290	74,641	68,472	71,332
Cost of revenue (exclusive of depreciation and amortization)	$ 16,689	$ 12,065	$ 13,438	$ 11,267	$ 15,214	$ 11,107	$ 9,805	$ 12,488	$ 53,459	$ 48,614	$ 43,035

Restatement of Previously Issued Financial Statements - Consolidated Balance Sheets (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Current assets
Cash and cash equivalents		$ 20,775	$ 68,221
Restricted cash		27,285	2,088
Accounts receivable, net of allowance for doubtful accounts of $6,049		184,102	206,868
Related party receivables and prepaid expenses		715	711
Inventories, net		15,215	14,314
Prepaid expenses and other current assets		31,799	31,091
Total current assets		279,891	323,293
Property, plant and equipment, net of accumulated depreciation of $196,683 and $193,760, respectively		73,449	87,851
Operating lease right-of-use assets, net		53,937	68,861
Goodwill		358,323	359,781	$ 359,771
Intangible assets, net		244,539	292,664
Deferred income tax assets		2,109	6,606
Other noncurrent assets		24,775	18,723
Total assets		1,037,023	1,157,779
Current liabilities
Accounts payable		61,744	76,027
Related party payables		1,484
Income tax payable		3,551	2,466
Accrued liabilities		113,519	126,399
Accrued compensation and benefits		60,860	63,467
Accrued interest		10,075	48,769
Customer deposits		17,707	21,277
Deferred revenue		16,617	16,377
Obligation for claim payment		46,902	29,328
Current portion of operating lease liabilities		15,923	18,349
Current portion of finance lease liabilities		6,683	12,231
Current portion of long-term debts		236,775	39,952
Total current liabilities		591,840	454,739
Long-term debt, net of current maturities		1,012,452	1,498,004
Finance lease liabilities, net of current portion		9,156	13,287
Pension liabilities, net		28,383	35,515
Deferred income tax liabilities		11,594	9,569
Long-term income tax liabilities		3,201	2,759
Operating lease liabilities, net of current portion		41,170	56,814
Other long-term liabilities		5,999	13,624
Total liabilities		1,703,795	2,084,311
Commitments and Contingencies (Note 14)
Stockholders' equity (deficit)
Common stock, par value of $0.0001 per share; 1,600,000,000 shares authorized; 267,646,667 shares issued and 265,194,961 shares outstanding at December 31, 2021		37	15
Preferred stock, par value of $0.0001 per share; 20,000,000 shares authorized; 2,778,111 shares issued and outstanding at December 31, 2021		1	1
Additional paid in capital		838,853	446,739
Less: Common stock held in treasury, at cost; 2,451,706 shares at December 31, 2021		(10,949)	(10,949)
Equity-based compensation		56,123	52,183
Accumulated deficit		(1,532,428)	(1,390,038)
Accumulated other comprehensive loss:
Foreign currency translation adjustment		(7,463)	(7,419)
Unrealized pension actuarial losses, net of tax		(10,946)	(17,064)
Total accumulated other comprehensive loss		(18,409)	(24,483)
Total stockholders' deficit		(666,772)	(926,532)	$ (743,040)	$ (241,259)
Total liabilities and stockholders' deficit		1,037,023	$ 1,157,779
As previously reported
Current assets
Cash and cash equivalents		20,775
Restricted cash		27,285
Accounts receivable, net of allowance for doubtful accounts of $6,049		184,102
Related party receivables and prepaid expenses		715
Inventories, net		15,215
Prepaid expenses and other current assets		31,799
Total current assets		279,891
Property, plant and equipment, net of accumulated depreciation of $196,683 and $193,760, respectively		73,449
Operating lease right-of-use assets, net		53,937
Goodwill		358,323
Intangible assets, net		244,539
Deferred income tax assets		2,109
Other noncurrent assets		24,775
Total assets		1,037,023
Current liabilities
Accounts payable		61,744
Related party payables		1,484
Income tax payable		3,551
Accrued liabilities		113,519
Accrued compensation and benefits		60,860
Accrued interest		10,075
Customer deposits		17,707
Deferred revenue		16,617
Obligation for claim payment		46,902
Current portion of operating lease liabilities		15,923
Current portion of finance lease liabilities		6,683
Current portion of long-term debts	$ 138,700	144,828
Total current liabilities		499,893
Long-term debt, net of current maturities		1,104,399
Finance lease liabilities, net of current portion		9,156
Pension liabilities, net		28,383
Deferred income tax liabilities		11,594
Long-term income tax liabilities		3,201
Operating lease liabilities, net of current portion		41,170
Other long-term liabilities		5,999
Total liabilities		1,703,795
Stockholders' equity (deficit)
Common stock, par value of $0.0001 per share; 1,600,000,000 shares authorized; 267,646,667 shares issued and 265,194,961 shares outstanding at December 31, 2021		37
Preferred stock, par value of $0.0001 per share; 20,000,000 shares authorized; 2,778,111 shares issued and outstanding at December 31, 2021		1
Additional paid in capital		838,853
Less: Common stock held in treasury, at cost; 2,451,706 shares at December 31, 2021		(10,949)
Equity-based compensation		56,123
Accumulated deficit		(1,532,428)
Accumulated other comprehensive loss:
Foreign currency translation adjustment		(7,463)
Unrealized pension actuarial losses, net of tax		(10,946)
Total accumulated other comprehensive loss		(18,409)
Total stockholders' deficit		(666,772)
Total liabilities and stockholders' deficit		1,037,023
Adjustment
Current liabilities
Current portion of long-term debts		91,947
Total current liabilities		91,947
Long-term debt, net of current maturities		$ (91,947)

Restatement of Previously Issued Financial Statements - Consolidated Balance Sheets - Parentheticals (Details) - USD ($) $ / shares in Units, $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Mar. 31, 2020
Condensed Consolidated Balance Sheets
Accounts receivable, allowance for doubtful accounts	$ 6,049	$ 5,647
Accumulated depreciation on property, plant and equipment	$ 196,683
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock shares authorized	1,600,000,000	1,600,000,000
Common stock, shares issued	267,646,667	51,693,931
Common stock, shares outstanding	265,194,961	49,242,225
Common stock, shares returned			1,523,578
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued	2,778,111	3,290,050
Preferred stock, shares outstanding	2,778,111	3,290,050
Common stock held in treasury at cost (in shares)	2,451,706	2,451,706

Restatement of Previously Issued Financial Statements - Narrative (Details) $ in Millions	Dec. 31, 2021 USD ($)
Securitization Facility
Outstanding irrevocable letters of credit	$ 91.9

- Definition

The carrying value as of the balance sheet date of the current and noncurrent portions of long-term obligations drawn from a line of credit, which is a bank's commitment to make loans up to a specific amount. Examples of items that might be included in the application of this element may consist of letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to a maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line. Includes short-term obligations that would normally be classified as current liabilities but for which (a) postbalance sheet date issuance of a long term obligation to refinance the short term obligation on a long term basis, or (b) the enterprise has entered into a financing agreement that clearly permits the enterprise to refinance the short-term obligation on a long term basis and the following conditions are met (1) the agreement does not expire within 1 year and is not cancelable by the lender except for violation of an objectively determinable provision, (2) no violation exists at the BS date, and (3) the lender has entered into the financing agreement is expected to be financially capable of honoring the agreement.

+ References + Details

Subsequent Events (Details) - USD ($)				1 Months Ended	2 Months Ended
Subsequent Events (Details) - USD ($)	Mar. 11, 2022	Mar. 07, 2022	Dec. 09, 2021	Jan. 31, 2022	Mar. 15, 2022	Mar. 10, 2022	Dec. 07, 2021	Nov. 17, 2021
Subsequent Event [Line Items]
Debt instrument, repayment made In cash			$ 84,300,000
BRCC Facility
Subsequent Event [Line Items]
Principal amount							$ 115,000,000.0	$ 75,000,000.0
Secured 2026 notes
Subsequent Event [Line Items]
Principal amount			$ 790,500,000
Subsequent Events \| Revolving Loan Exchange and Prepayment Agreement
Subsequent Event [Line Items]
Outstanding revolving credit facility		$ 100,000,000.0
Line of credit facility cash		50,000,000.0
Subsequent Events \| BRCC Facility
Subsequent Event [Line Items]
Debt instrument, repayment made In cash				$ 22,700,000
Subsequent Events \| Secured 2026 notes
Subsequent Event [Line Items]
Principal amount					$ 81,500,000
Net proceeds from 2026 notes					49,800,000
Subsequent Events \| Secured 2026 notes \| Revolving Loan Exchange and Prepayment Agreement
Subsequent Event [Line Items]
Principal amount					$ 50,000,000.0
Line of credit facility on notes		$ 50,000,000.0
Subsequent Events \| Series B Preferred Stock
Subsequent Event [Line Items]
Issuances of preferred stock	$ 900,328
Percentage of stock	6.00%
Conversion of shares (in shares)	20
Preferred stock converted to Common Stock (in shares)	1
Preferred stock liquidation preference	$ 25.00
Number of common stock tendered						18,006,560
Subsequent Events \| Common ATM Program-3
Subsequent Event [Line Items]
Shares issued					131,798,802
Weighted average price					$ 0.554
Gross proceeds					$ 73,000,000.0
Net proceeds					70,300,000
Subsequent Events \| Common ATM Program-3 \| Secured 2026 notes
Subsequent Event [Line Items]
Net proceeds					$ 50,000,000.0