UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2019

OR

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE TRANSITION PERIOD FROM              TO             

Commission File Number: 001-33045

ICF International, Inc.

(Exact name of Registrant as Specified in its Charter)

Delaware	22-3661438
(State or Other Jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)
9300 Lee Highway, Fairfax, VA	22031
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (703) 934-3000

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act.

Title of each class	Trading Symbols(s)	Name of each exchange on which registered
Common Stock	ICFI	NASDAQ

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    ☒  Yes     ☐  No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    ☒  Yes     ☐  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of ‘‘large accelerated filer,’’ ‘‘accelerated filer,’’ ‘‘smaller reporting company,’’ and ‘‘emerging growth company’’ in Rule 12b–2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.      ☐  

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    ☐  Yes     ☒  No

As of November 1, 2019, there were 18,811,087 shares outstanding of the registrant’s common stock.

ICF INTERNATIONAL, INC. AND SUBSIDIARIES

QUARTERLY REPORT ON FORM 10-Q FOR THE

PERIOD ENDED SEPTEMBER 30, 2019

TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION		3
Item 1.	Financial Statements	3
	Consolidated Balance Sheets at September 30, 2019 (Unaudited) and December 31, 2018	3
	Consolidated Statements of Comprehensive Income (Unaudited) for the Three Months and Nine Months Ended September 30, 2019 and 2018	4
	Consolidated Statements of Cash Flows (Unaudited) for the Nine Months Ended September 30, 2019 and 2018	5
	Notes to Consolidated Financial Statements	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	18
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	29
Item 4.	Controls and Procedures	29
PART II. OTHER INFORMATION		30
Item 1.	Legal Proceedings	30
Item 1A.	Risk Factors	30
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	31
Item 3.	Defaults Upon Senior Securities	31
Item 4.	Mine Safety Disclosures	31
Item 5.	Other Information	31
Item 6.	Exhibits	32

PART I. FINANCIAL INFORMATION

Item  1. Financial Statements 

ICF International, Inc. and Subsidiaries

CONSOLIDATED BALANCE SHEETS
(UNAUDITED)

(in thousands, except share and per share amounts)	September 30, 2019			December 31, 2018
ASSETS
Current Assets:
Cash and cash equivalents	$	7,452		$	11,694
Contract receivables, net		269,368			230,966
Contract assets		153,055			126,688
Prepaid expenses and other assets		19,459			16,253
Income tax receivable		7,621			6,505
Total Current Assets		456,955			392,106
Property and Equipment, net		57,189			48,105
Other Assets:
Restricted cash - non-current		—			1,292
Goodwill		716,699			715,644
Other intangible assets, net		27,478			35,494
Operating lease - right-of-use assets		138,156			—
Other assets		23,939			21,221
Total Assets	$	1,420,416		$	1,213,862
LIABILITIES and STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable	$	97,359		$	102,599
Contract liabilities		32,086			33,494
Operating lease liabilities - current		30,935			—
Accrued salaries and benefits		67,163			44,103
Accrued subcontractors and other direct costs		40,507			58,791
Accrued expenses and other current liabilities		34,032			39,072
Total Current Liabilities		302,082			278,059
Long-term Liabilities:
Long-term debt		245,000			200,424
Operating lease liabilities - non-current		124,864			—
Deferred rent		—			13,938
Deferred income taxes		40,281			40,165
Other long-term liabilities		22,687			20,859
Total Liabilities		734,914			553,445
Contingencies (Note 16)
Stockholders’ Equity:
Preferred stock, par value $.001; 5,000,000 shares authorized; none issued		—			—
Common stock, par value $.001; 70,000,000 shares authorized; 22,788,318 and 22,445,576 shares issued as of September 30, 2019 and December 31, 2018, respectively; 18,811,087 and 18,817,495 shares outstanding as of September 30, 2019 and December 31, 2018, respectively		23			22
Additional paid-in capital		340,626			326,208
Retained earnings		528,103			486,442
Treasury stock		(164,848	)		(139,704	)
Accumulated other comprehensive loss		(18,402	)		(12,551	)
Total Stockholders’ Equity		685,502			660,417
Total Liabilities and Stockholders’ Equity	$	1,420,416		$	1,213,862

The accompanying notes are an integral part of these consolidated financial statements.

3

ICF International, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(UNAUDITED)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
(in thousands, except per share amounts)	2019			2018			2019			2018
Revenue	$	373,918		$	332,968		$	1,081,889		$	960,063
Direct costs		238,158			213,060			689,160			608,451
Operating costs and expenses:
Indirect and selling expenses		100,130			88,960			298,099			269,029
Depreciation and amortization		5,035			4,210			15,392			12,724
Amortization of intangible assets		1,931			2,516			6,143			7,030
Total operating costs and expenses		107,096			95,686			319,634			288,783
Operating income		28,664			24,222			73,095			62,829
Interest expense		(2,824	)		(2,240	)		(8,211	)		(6,073	)
Other expense		(141	)		(351	)		(367	)		(565	)
Income before income taxes		25,699			21,631			64,517			56,191
Provision for income taxes		6,069			4,960			14,958			13,486
Net income	$	19,630		$	16,671		$	49,559		$	42,705
Earnings per Share:
Basic	$	1.04		$	0.88		$	2.63		$	2.27
Diluted	$	1.02		$	0.86		$	2.58		$	2.22
Weighted-average Shares:
Basic		18,799			18,873			18,810			18,783
Diluted		19,169			19,306			19,208			19,256
Cash dividends declared per common share	$	0.14		$	0.14		$	0.42		$	0.42
Other comprehensive loss, net of tax		(3,281	)		(568	)		(5,851	)		(2,276	)
Comprehensive income, net of tax	$	16,349		$	16,103		$	43,708		$	40,429

The accompanying notes are an integral part of these consolidated financial statements.

4

ICF International, Inc. and Subsidiaries

CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Nine Months Ended
	September 30,
(in thousands)	2019			2018
Cash Flows from Operating Activities
Net income	$	49,559		$	42,705
Adjustments to reconcile net income to net cash provided by operating activities:
Bad debt expense		377			1,060
Deferred income taxes		1,089			3,176
Non-cash equity compensation		11,682			8,682
Depreciation and amortization		21,535			19,753
Facilities consolidation reserve		(204	)		(193	)
Amortization of debt issuance costs		380			385
Impairment of long-lived assets		1,728			—
Other adjustments, net		(1,110	)		1,701
Changes in operating assets and liabilities:
Net contract assets and liabilities		(28,793	)		(32,158	)
Contract receivables		(39,711	)		(25,110	)
Prepaid expenses and other assets		(385	)		(6,841	)
Accounts payable		(5,052	)		(5,882	)
Accrued salaries and benefits		23,227			12,921
Accrued subcontractors and other direct costs		(16,895	)		(7,897	)
Accrued expenses and other current liabilities		(6,756	)		3,602
Income tax receivable and payable		(4,134	)		(5,535	)
Other liabilities		(173	)		(16	)
Net Cash Provided by Operating Activities		6,364			10,353
Cash Flows from Investing Activities
Capital expenditures for property and equipment and capitalized software		(20,686	)		(15,593	)
Payments for business acquisitions, net of cash received		(3,569	)		(22,847	)
Net Cash Used in Investing Activities		(24,255	)		(38,440	)
Cash Flows from Financing Activities
Advances from working capital facilities		545,539			444,637
Payments on working capital facilities		(500,963	)		(418,383	)
Payments on capital expenditure obligations		(1,621	)		(3,243	)
Debt issue costs		—			(21	)
Proceeds from exercise of options		1,883			5,842
Dividends paid		(7,906	)		(5,269	)
Net payments for stockholder issuances and buybacks		(24,301	)		(12,399	)
Net Cash Provided by Financing Activities		12,631			11,164
Effect of Exchange Rate Changes on Cash, Cash Equivalents, and Restricted Cash		(274	)		(253	)
Decrease in Cash, Cash Equivalents, and Restricted Cash		(5,534	)		(17,176	)
Cash, Cash Equivalents, and Restricted Cash, Beginning of Period		12,986			24,266
Cash, Cash Equivalents, and Restricted Cash, End of Period	$	7,452		$	7,090
Supplemental Disclosure of Cash Flow Information
Cash paid during the period for:
Interest	$	7,581		$	7,193
Income taxes	$	18,061		$	13,056
Non-cash investing and financing transactions:
Capital expenditure obligations	$	—		$	6,121

The accompanying notes are an integral part of these consolidated financial statements.

5

Notes to Consolidated Financial Statements

(in thousands, except per share amounts)

NOTE 1 - BASIS OF PRESENTATION AND NATURE OF OPERATIONS

Basis of Presentation

The accompanying consolidated financial statements include the accounts of ICF International, Inc. and its subsidiaries (collectively, the “Company”), and have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“U.S. GAAP”). All significant intercompany transactions and balances have been eliminated.

Nature of Operations

The Company provides professional services and technology-based solutions to government and commercial clients, including management, marketing, technology, and policy consulting and implementation services in the areas of: energy, environment, and infrastructure; health, education and social programs; safety and security; and consumer and financial services. The Company offers a full range of services to these clients throughout the entire life cycle of a policy, program, project, or initiative, from research, analysis, assessment and advice to design and implementation of programs and technology-based solutions, as well as the provision of engagement services and programs.

The Company’s major clients are U.S. federal government departments and agencies, most significantly the Department of Health and Human Services, Department of State and Department of Defense. The Company also serves U.S. state (including territories) and local government departments and agencies, international governments, and commercial clients worldwide. Commercial clients include airlines, airports, electric and gas utilities, oil companies, banks and other financial services companies, transportation, travel and hospitality firms, non-profits/associations, law firms, manufacturing firms, retail chains, and distribution companies. The term “federal” or “federal government” refers to the U.S. federal government, and “state and local” or “state and local government” refers to U.S. state and local governments and U.S. territorial governments, unless otherwise indicated.

The Company, incorporated in Delaware, is headquartered in Fairfax, Virginia. It maintains offices throughout the world, including more than 70 offices in the U.S. and U.S. territories and 15 offices in key regions outside the U.S., including offices in the United Kingdom, Belgium, China, India, and Canada.

Use of Estimates

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 consolidated financial statements, and the reported amounts of revenue and expenses during the reporting periods. Areas of the consolidated financial statements where estimates may have the most significant effect include contractual and regulatory reserves, valuation and lives of tangible and intangible assets, contingent consideration related to business acquisitions, impairment of long-lived assets, accrued liabilities, revenue recognition and costs to complete fixed-price contracts, bonus and other incentive compensation, stock-based compensation, reserves for tax benefits and valuation allowances on deferred tax assets, provisions for income taxes, collectability of receivables, and loss accruals for litigation. Actual results experienced by the Company may differ from management's estimates.

Interim Results

The unaudited consolidated financial statements included in this Quarterly Report on Form 10-Q have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). These rules and regulations permit some of the information and footnote disclosures normally included in financial statements, prepared in accordance with U.S. GAAP, to be condensed or omitted. In management’s opinion, the unaudited consolidated financial statements contain all adjustments that are of a normal recurring nature, necessary for a fair presentation of the results of operations and financial position of the Company for the interim periods presented. The Company reports operating results and financial data in one operating segment and reporting unit. Operating results for the three and nine month periods ended September 30, 2019 and 2018 are not necessarily indicative of the results that may be expected for the full year. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the fiscal year ended December 31, 2018 and the notes thereto included in the Company’s Annual Report on Form 10-K, filed with the SEC on February 27, 2019 (the “Annual Report”).

Reclassifications

Certain amounts in the 2018 consolidated statements of cash flows have been reclassified to conform to the current year presentation.

6

Significant Accounting Policies

Leases

The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities (current and non-current) on the consolidated balance sheets.

Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments as of the commencement date. Since most lease agreements do not provide an implicit rate, the Company uses its incremental borrowing rate as of the commencement date in estimating the present value of future payments. The operating lease ROU asset is based on the present value of future lease payments and excludes impacts from lease incentives and initial costs incurred to obtain the lease. Lease terms, for the purposes of determining each lease’s present value, include options to extend or terminate the lease if it is reasonably certain and economically reasonable that the Company will exercise that option. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term.

The Company uses leases to obtain use of a variety of different resources, including those for the use of facilities or equipment. These agreements may contain both lease and non-lease components, which are generally accounted for separately. For equipment leases (including copier leases), the Company accounts for the lease component, as well as insignificant non-lease components, as a single lease.

Long-Lived Assets

The Company reviews its long-lived assets, including property and equipment and amortizable intangible assets, for impairment whenever events or changes in circumstances indicate that the carrying amounts of the assets may not be fully recoverable. If the total of the expected undiscounted future net cash flows is less than the carrying amount of the asset, a loss is recognized for any excess of the carrying amount over the fair value of the asset. The Company recognized impairment expense, included in indirect and selling expenses, of $1.7 million in the second quarter of 2019 related to intangible assets associated with a historical business acquisition.

Recent Accounting Pronouncements

Recent Accounting Pronouncements Adopted

Leases

In February 2016, the Financial Accounting Standards Board (“FASB”) issued a new standard related to leases, Accounting Standard Update (“ASU”) 2016-02, Leases (Topic 842), to increase transparency and comparability among organizations by requiring the recognition of ROU assets and lease liabilities on the balance sheet for those leases classified as operating leases. Under the new standard, required disclosures enable users of financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. The Company, using a modified retrospective adoption approach, is also required to recognize and measure leases existing at the beginning of the period of adoption, with certain practical expedients available.

The Company adopted the standard effective January 1, 2019. The Company chose the following practical expedients: not to re-assess existing and expired contracts to determine if they contain embedded leases; not to re-assess lease classification on existing leases; not to re-assess initial direct costs of obtaining leases; to account for lease and non-lease components as a single lease component for equipment leases; and to only apply the standard to leases with a term greater than twelve months.

The most significant impact of adopting the standard was the recognition of ROU assets and lease liabilities for operating leases on the Company’s consolidated balance sheets but it did not have a material impact on the Company’s consolidated statements of comprehensive income or consolidated statements of cash flow. The impact to the consolidated balance sheets before and after the adoption are as follows:

	January 1, 2019
	Before Adoption		Adoption Adjustments			After Adoption
Operating lease - right-of-use assets	$	—	$	137,152		$	137,152
Operating lease liabilities - current		—		30,951			30,951
Accrued expenses and other current liabilities		1,843		(1,843	)		—
Operating lease liabilities - non-current		—		121,982			121,982
Deferred rent		13,938		(13,938	)		—

7

Stock Compensation

In June 2018, the FASB issued ASU 2018-07, Compensation—Stock Compensation (Topic 718).  The standard simplifies the accounting for share-based compensation to non-employees by aligning the guidance with share-based payments to employees.  It is effective for interim and annual reporting periods beginning after December 15, 2018.  The Company’s adoption of ASU 2018-07 did not have a material impact on the consolidated financial statements.

Recent Accounting Pronouncements Not Yet Adopted

Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract

In August 2018, the FASB issued ASU 2018-15, Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40). The standard aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is considered a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The standard also requires the entity to expense the capitalized implementation costs of a hosting arrangement over the term of the hosting arrangement and present the expense related to the capitalized implementation costs in the same line item in the statement of income as the fees associated with the hosting arrangement. The standard is effective for interim periods and fiscal years beginning after December 15, 2019 with early adoption permitted. The standard may be implemented using either the retrospective or prospective method. The Company does not anticipate that there will be a material impact on the consolidated financial statements as a result of adopting the standard and that it expects to adopt the standard utilizing a prospective method. The Company will continue to evaluate the impact of the new standard through its adoption.

Measurement of Credit Losses on Financial Instruments

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments.  The standard requires companies to measure credit losses by using a methodology that reflects the expected credit losses based on historical information, current economic conditions, and reasonable and supportable information. The new standard is effective for fiscal years beginning after December 15, 2019 with early adoption permitted.  The Company is currently in the process of evaluating the impact of adoption but does not anticipate that there will be a material impact on the consolidated financial statements as a result of adopting the standard. The Company anticipates that it will adopt the standard in the first quarter of 2020 utilizing a modified-retrospective transition approach that would require a cumulative-effect adjustment to the opening retained earnings in the consolidated statement of stockholders’ equity as of the date of the adoption.

NOTE 2 – CONTRACT RECEIVABLES, NET

Contract receivables, net consisted of the following: 

	September 30, 2019			December 31, 2018
Billed and billable	$	274,237		$	236,250
Allowance for doubtful accounts		(4,869	)		(5,284	)
Contract receivables, net	$	269,368		$	230,966

NOTE 3 – GOODWILL

The changes in the carrying amount of goodwill during the nine-months period ended September 30, 2019 were as follows:

Balance as of December 31, 2018	$	715,644
Goodwill resulting from business combination - Olson (1)		3,047
Goodwill resulting from business combination - We Are Vista (2)		(370	)
Goodwill resulting from business combination - DMS Disaster Consultants (3)		(50	)
Effect of foreign currency translation		(1,572	)
Balance as of September 30, 2019	$	716,699

⁽¹⁾ In 2019, the Company recorded changes to goodwill representing an immaterial correction of an error for income tax balances related to acquired assets and liabilities from the business combination that occurred in 2014.  These balances were not significant to our previously reported financial position.

⁽²⁾ Goodwill measurement period adjustment related to the settlement of the working capital adjustment under the purchase agreement and reversal of the pre-acquisition income tax provision.

⁽³⁾ Goodwill measurement period adjustment related to the settlement of the extended purchase commitments under the purchase agreement.

8

NOTE 4 – LONG-TERM DEBT

On May 17, 2017, the Company entered into a Fifth Amended and Restated Business Loan and Security Agreement with a syndication of 11 commercial banks (the “Credit Facility”). The Credit Facility: (i) included modifications to the Company’s Fourth Amended and Restated Business Loan and Security Agreement, (ii) matures on May 17, 2022, (iii) increased the borrowing ceiling up to $600.0 million without a borrowing base requirement, taking into account financial, performance-based limitations, and (iv) provided for an “accordion,” which permits additional revolving credit commitments of up to $300.0 million, subject to lenders’ approval.

The Company has the option to borrow funds under the Credit Facility at interest rates based on both LIBOR (1, 3, or 6-month rates) and the Base Rate (as defined herein), at its discretion, plus their applicable margins. Base Rates are fluctuating per annum rates of interest equal to the highest of (i) the Federal Funds Open Rate, plus 0.5%, (ii) the Prime Rate (as defined under the Credit Facility) and (iii) the daily LIBOR rate, plus a LIBOR Margin between 1.00% and 2.00% based on its Leverage Ratio (as defined under the Credit Facility). The interest accrued based on LIBOR rates is to be paid on the last business day of the interest period (1, 3, or 6 months), while interest accrued based on the Base Rate is to be paid in quarterly installments. The Credit Facility also provides for letters of credit aggregating up to $60.0 million, which reduce the funds available under the Credit Facility when issued.  The unused portion of the Credit Facility is subject to a commitment fee between 0.13% and 0.25% per annum based on the Leverage Ratio.

The Credit Facility is collateralized by substantially all of the assets of the Company and requires that the Company remain in compliance with certain financial and non-financial covenants. The financial covenants require, among other things, that the Company maintain at all times an Interest Coverage Ratio (as defined under the Credit Facility) of not less than 3.00 to 1.00 and a Leverage Ratio of not more than 3.75 to 1.00 (subject to adjustment, in certain circumstances) for each fiscal quarter. As of September 30, 2019, the Company was in compliance with its covenants under the Credit Facility.

As of September 30, 2019, the Company had $245.0 million long-term debt outstanding, ten outstanding letters of credit totaling $3.2 million, $2.0 million of net derivative obligations and unused borrowing capacity of $349.8 million under the Credit Facility (excluding the accordion). Taking into account the financial, performance-based limitations, available borrowing capacity (excluding the accordion) was $294.8 million as of September 30, 2019. The weighted-average interest rate on the Credit Facility (excluding any fees and unamortized debt issuance costs) was 3.6% and 3.4% for the three months ended September 30, 2019 and 2018, respectively, and 3.7% and 3.2% for the nine months ended September 30, 2019 and 2018, respectively.

NOTE 5 – LEASES

The Company has operating leases for facilities and equipment which have remaining terms ranging from 1 to 9 years. The leases may include options to extend the lease periods for up to 5 years at rates approximating market rates and/or options to terminate the leases within 1 year. The leases may include a residual value guarantee or a responsibility to return the property to its original state of use. Certain leases contain provisions that provide for rental increases based on consumer price indices. The change in rent expense resulting from changes in these indices are included within variable rent.

Operating leases consisted of the following at September 30, 2019:

Real estate facilities	$	162,873
Office equipment		1,401
Other		747
		165,021
Amortization of right-of-use assets		(26,865	)
Total operating lease right-of-use assets	$	138,156

Rent expense is recognized on a straight-line basis over the lease term.  Rent expense consists of the following:

	Three Months Ended			Nine Months Ended
	September 30, 2019			September 30, 2019
Operating lease costs	$	9,256		$	26,762
Short-term lease costs		552			1,555
Variable lease costs		(180	)		4
Total rent expense		9,628			28,321

9

Future minimum lease payments under non-cancellable leases as of September 30, 2019 were as follows:

September 30, 2020	$	35,388
September 30, 2021		37,142
September 30, 2022		35,323
September 30, 2023		21,879
September 30, 2024		15,642
Thereafter		26,478
Total future minimum lease payments		171,852
Less:  Interest		(16,053	)
Total operating lease liabilities	$	155,799
Operating lease liabilities - current	$	30,935
Operating lease liabilities - non-current		124,864
Total operating lease liabilities	$	155,799

Other information related to operating leases is as follows:

	Nine Months Ended
	September 30, 2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$	27,772
Right-of-use assets obtained in exchange for new operating lease liabilities	$	28,763
Weighted-average remaining lease term - operating leases		5.3
Weighted-average discount rate - operating leases		3.7	%

At September 30, 2019, the Company had additional operating leases that have not yet commenced of $1.3 million.  Such operating leases will commence within the next year, with lease terms of 1 year to 3 years.

NOTE 6 – OTHER COMPREHENSIVE (LOSS) INCOME AND ACCUMULATED OTHER COMPREHENSIVE LOSS

Other comprehensive (loss) income includes foreign currency translation adjustments arising from the conversion of financial statements of foreign subsidiaries into U.S. dollars, the amortization of the gain on the sale of an interest rate hedge agreement, and the change in the fair value of current interest rate hedge agreements. Components of accumulated other comprehensive loss as of September 30, 2019 and 2018 are as follows:

	Three Months Ended September 30, 2019
	Foreign Currency Translation Adjustments			Gain on Sale of Interest Rate Hedge Agreement (1)		Change in Fair Value of Interest Rate Hedge Agreements (2)			Total
Accumulated other comprehensive (loss) income at June 30, 2019	$	(14,055	)	$	1,898	$	(2,964	)	$	(15,121	)
Current period other comprehensive  (loss) income:
Other comprehensive loss before reclassifications		(2,858	)		—		(746	)		(