Income Taxes

6 Months Ended

Jun. 30, 2019

21. Income Taxes

Effective Income Tax Rate – Three and Six Months Ended June 30, 2019

The Company’s effective income tax rate during the three months ended June 30, 2019 of 59.1% resulted in income tax expense of $3,587. The Company’s effective income tax rate differs from the federal statutory tax rate of 21% primarily due to a valuation allowance on foreign net operating losses,

non-deductible

executive compensation, a

non-deductible

loss on revaluation of deferred consideration and state and local income taxes, partly offset by a lower tax rate on foreign earnings.

The Company’s effective income tax rate during the six months ended June 30, 2019 of 18.3% resulted in income tax expense of $2,538. The Company’s effective income tax rate differs from the federal statutory tax rate of 21% primarily due to a $4,309 reduction in unrecognized tax benefits, a lower tax rate on foreign earnings and a

non-taxable

gain on revaluation of deferred consideration, partly offset by a valuation allowance on foreign net operating losses, tax shortfalls associated with the vesting and exercise of stock-based compensation awards,

non-deductible

executive compensation and state and local income taxes.

Effective Income Tax Rate – Three and Six Months Ended June 30, 2018

The Company’s effective income tax rate during the three and six months ended June 30, 2018 of 24.6% and 27.6%, respectively, resulted in income tax expense of $5,460 and $9,958, respectively. The Company’s effective income tax rate differs from the federal statutory tax rate of 21% primarily due to

non-deductible

acquisition-related costs, a valuation allowance on foreign net operating losses and state and local income taxes, partly offset by a

non-taxable

gain on revaluation of deferred consideration and a lower tax rate on foreign earnings.

Deferred Tax Assets

A summary of the components of the Company’s deferred tax assets at June 30, 2019 and December 31, 2018 are as follows:


	June 30, 2019			December 31, 2018
Deferred tax assets:
NOLs – International	$	8,992		$	6,605
Accrued expenses		1,837			2,699
Goodwill and intangible assets		1,746			1,841
Stock-based compensation		1,189			2,673
Net lease liability		1,160			1,184
Capital losses		794			794
NOLs – U.S.		635			762
Other		272			40

Deferred tax assets		16,625			16,598

Deferred tax liabilities:
Fixed assets and prepaid assets		1,480			1,433
Unrealized gains		760			724

Deferred tax liabilities		2,240			2,157

Total deferred tax assets less deferred tax liabilities		14,385			14,441
Less: valuation allowance		(9,786	)		(7,399	)

Deferred tax assets, net	$	4,599		$	7,042

Net Operating Losses – U.S

The Company’s tax effected federal net operating losses (“NOLs”) at June 30, 2019 were $635 which expire in 2024. The net operating loss carryforwards have been reduced by the impact of annual limitations described in Internal Revenue Code Section 382 that arose as a result of an ownership change.

The Company’s tax effected capital losses at June 30, 2019 was $794. A full valuation allowance was established as it is

more-likely-than-not

that the deferred tax assets will not be realized.

Net Operating Losses – International

Certain of the Company’s European subsidiaries and its Canadian subsidiary generated NOLs outside the U.S. These tax effected NOLs were $8,992 and $6,605 at June 30, 2019 and December 31, 2018, respectively. The Company established a full valuation allowance related to these NOLs as it is

more-likely-than-not

that the deferred tax assets will not be realized. Approximately $4,315 of these NOLs at June 30, 2019 expire between 2036 and 2039. The remainder is carried forward indefinitely.

Uncertain Tax Positions

Tax positions are evaluated utilizing a

two-step

process. The Company first determines whether any of its tax positions are more-

likely-than-not

to be sustained upon examination, based solely on the technical merits of the position. Once it is determined that a position meets this recognition threshold, the position is measured as the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement.

In connection with the ETFS Acquisition, the Company accrued a liability for uncertain tax positions and interest and penalties at the acquisition date. The table below sets forth the aggregate changes in the balance of these gross unrecognized tax benefits during the three and six months ended June 30, 2019:


	Total			Unrecognized Tax Benefits			Interest and Penalties
Balance on January 1, 2019	$	34,876		$	28,101		$	6,775
Decrease—Lapse of statute of limitations		(4,309	)		(2,999	)		(1,310	)
Increases		101			—			101
Foreign currency translation (1)		925			745			180

Balance at March 31, 2019	$	31,593		$	25,847		$	5,746
Increases		101			—			101
Foreign currency translation (1)		(817	)		(668	)		(149	)

Balance at June 30, 2019	$	30,877		$	25,179		$	5,698

(1)	The gross unrecognized tax benefits were accrued in British pounds sterling.

The Company also recorded an offsetting indemnification asset provided by ETFS Capital as part of its agreement to indemnify the Company for any potential claims, for which an amount is being held in escrow. ETFS Capital has also agreed to provide additional collateral by maintaining a minimum working capital balance up to a stipulated amount. The decrease resulting from the lapsing of the statute of limitations of $4,309, was recorded as an income tax benefit and an equal and offsetting amount to reduce the indemnification asset was recorded in other losses, net, during the six months ended June 30, 2019.

The gross unrecognized tax benefits and interest and penalties totaling $30,877 and $34,876 at June 30, 2019 and December 31, 2018, respectively, are included in other

non-current

liabilities on the Consolidated Balance Sheet. It is expected that the amount of unrecognized tax benefits will change in the next 12 months; however, the Company does not expect the change to have a material impact on its consolidated financial statements.

At June 30, 2019, there were $25,179 of unrecognized tax benefits that, if recognized, would impact the effective tax rate. The recognition of any unrecognized tax benefits would result in an equal and offsetting adjustment to the indemnification asset which would be recorded in income before taxes due to the indemnity for any potential claims.

Income Tax Examinations

The Company is subject to U.S. federal income tax as well as income tax of multiple state, local and certain foreign jurisdictions. The Company’s federal tax return and ManJer’s tax return (a Jersey-based subsidiary) for the year ended December 31, 2016 are currently under review by the relevant tax authorities. The Company is indemnified by ETFS Capital for any potential exposure associated with ManJer’s tax return under audit.

The Company is not currently under audit in any other income tax jurisdictions. As of June 30, 2019, with few exceptions, the Company was no longer subject to income tax examinations by any taxing authority for years before 2015.

Undistributed Earnings of Foreign Subsidiaries

The Company recognizes deferred tax liabilities for withholding taxes that may become payable, where applicable, upon the distribution of earnings and profits from foreign subsidiaries unless considered permanent in duration. As of June 30, 2019, the Company considers all undistributed foreign earnings and profits to be permanent in duration.