The following information should be read in conjunction with the accompanying
consolidated financial statements and the associated notes thereto of this
Quarterly Report, and the audited consolidated financial statements and the
notes thereto and our Management's Discussion and Analysis of Financial
Condition and Results of Operations contained in our Annual Report on Form 10-K
for the fiscal year ended July 31, 2019, as filed with the U.S. Securities and
Exchange Commission (or SEC).



As used below, unless the context otherwise requires, the terms "the Company,"
"IDT," "we," "us," and "our" refer to IDT Corporation, a Delaware corporation,
its predecessor, International Discount Telecommunications, Corp., a New York
corporation, and their subsidiaries, collectively.



Forward-Looking Statements



This Quarterly Report on Form 10-Q contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, including statements that contain the words
"believes," "anticipates," "expects," "plans," "intends," and similar words and
phrases. These forward-looking statements are subject to risks and uncertainties
that could cause actual results to differ materially from the results projected
in any forward-looking statement. In addition to the factors specifically noted
in the forward-looking statements, other important factors, risks and
uncertainties that could result in those differences include, but are not
limited to, those discussed under Item 1A to Part I "Risk Factors" in our Annual
Report on Form 10-K for the fiscal year ended July 31, 2019, and under Item 1A
to Part II "Risk Factors" in this Quarterly Report on Form 10-Q. The
forward-looking statements are made as of the date of this report and we assume
no obligation to update the forward-looking statements, or to update the reasons
why actual results could differ from those projected in the forward-looking
statements. Investors should consult all of the information set forth in this
report and the other information set forth from time to time in our reports
filed with the SEC pursuant to the Securities Act of 1933 and the Securities
Exchange Act of 1934, including our Annual Report on Form 10-K for the fiscal
year ended July 31, 2019.



Critical Accounting Policies



Our consolidated financial statements and accompanying notes are prepared in
accordance with accounting principles generally accepted in the United States of
America, or U.S. GAAP. Our significant accounting policies are described in Note
1 to the consolidated financial statements included in our Annual Report on Form
10-K for the fiscal year ended July 31, 2019. The preparation of financial
statements requires management to make estimates and assumptions that affect the
reported amounts of assets, liabilities, revenues and expenses as well as the
disclosure of contingent assets and liabilities. Critical accounting policies
are those that require application of management's most subjective or complex
judgments, often as a result of matters that are inherently uncertain and may
change in subsequent periods. Our critical accounting policies include those
related to the allowance for doubtful accounts, goodwill, valuation of
long-lived assets, income taxes and regulatory agency fees, and direct cost of
revenues-disputed amounts. Management bases its estimates and judgments on
historical experience and other factors that are believed to be reasonable under
the circumstances. Actual results may differ from these estimates under
different assumptions or conditions. For additional discussion of our critical
accounting policies, see our Management's Discussion and Analysis of Financial
Condition and Results of Operations in our Annual Report on Form 10-K for the
fiscal year ended July 31, 2019.



Recently Issued Accounting Standards Not Yet Adopted





In June 2016, the Financial Accounting Standards Board, or FASB, issued
Accounting Standards Update, or ASU, No. 2016-13, Financial Instruments-Credit
Losses (Topic 326), Measurement of Credit Losses on Financial Instruments, that
changes the impairment model for most financial assets and certain other
instruments. For receivables, loans and other instruments, entities will be
required to use a new forward-looking current expected credit loss model that
generally will result in the earlier recognition of allowance for losses. For
available-for-sale debt securities with unrealized losses, entities will measure
credit losses in a manner similar to current practice, except the losses will be
recognized as allowances instead of reductions in the amortized cost of the
securities. In addition, an entity will have to disclose significantly more
information about allowances, credit quality indicators and past due securities.
The new provisions will be applied as a cumulative-effect adjustment to retained
earnings. We will adopt the new standard on August 1, 2023. We are evaluating
the impact that the new standard will have on our consolidated financial
statements.



In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740),
Simplifying the Accounting for Income Taxes, that removes certain exceptions to
the general principles in Topic 740, and clarifies and amends existing guidance
in Topic 740. We will adopt the new standard on August 1, 2021. We are
evaluating the impact that the new standard will have on our consolidated
financial statements.



In January 2020, the FASB issued ASU No. 2020-01, Investments-Equity Securities
(Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and
Derivatives and Hedging (Topic 815), that clarifies the interactions between
Topic 321, Topic 323, and Topic 815. The amendments in this ASU affect the
application of the measurement alternative for certain equity securities and the
equity method of accounting, and guidance for certain forward contracts and
purchased options to purchase securities, that, upon settlement or exercise,
would be accounted for under the equity method of accounting. We will adopt the
new standard on August 1, 2021. We are evaluating the impact that the new
standard will have on our consolidated financial statements.



                                       23





Results of Operations


Coronavirus Disease (COVID-19)





During the first and second quarters of calendar 2020, the world experienced the
unprecedented impacts of the coronavirus disease 2019 (COVID-19) pandemic. There
are many uncertainties regarding the impacts of the COVID-19 pandemic, and we
are monitoring those impacts on all aspects of our business, including how it
will impact our customers, employees, suppliers, vendors, and business
partners.



Operationally, our employees transitioned to work-from-home during the fiscal quarter. In particular, our salespeople and delivery employees continued to serve our independent retailers and channel partners with minimal interruption.





COVID-19 had a mixed financial impact on us during the three months ended April
30, 2020. The COVID-19 pandemic drove significant increases in demand for our
consumer offerings through digital channels. Conversely, sales originating
through retailers and channel partners slowed in March and April before
beginning to rebound in May. COVID-19 related demand helped to boost Mobile
Top-Up and BOSS Revolution Money Transfer revenues and slowed the rate of
decline in BOSS Revolution Calling revenues. net2phone-UCaaS' customer base
growth slowed in the second half of our third fiscal quarter as sales became
increasingly difficult as the pandemic spread in key markets. Carrier Services'
revenue was impacted by the closure of corporate offices and the decline of
commerce globally.



As of the date of this filing, management believes that we continue to have
sufficient liquidity and capital resources for the foreseeable future. Looking
ahead, current economic conditions, if enduring, will create additional hardship
for many of our customers. Over the longer term, sustained levels of high
unemployment along with declining economic activity and less favorable foreign
exchange market conditions could materially and adversely impact us by dampening
demand for both our consumer and business-to-business offerings. The situation
remains fluid and we cannot predict with certainty the potential impact of
COVID-19 on our business, results of operations, financial condition and cash
flows.


Three and Nine Months Ended April 30, 2020 Compared to Three and Nine Months Ended April 30, 2019





We are a multinational company with operations primarily in the
telecommunications and payment industries. We have two reportable business
segments, Telecom & Payment Services and net2phone. Our Telecom & Payment
Services segment provides retail telecommunications and payment offerings as
well as wholesale international long-distance traffic termination. Our net2phone
segment provides unified cloud communications and telephony services to business
customers. We evaluate the performance of our operating business segments based
primarily on income (loss) from operations. Accordingly, the income and expense
line items below income (loss) from operations are only included in our
discussion of the consolidated results of operations.



Our results of operations discussion include two key performance metrics:
minutes of use and direct cost of revenues as a percentage of revenues. Minutes
of use is a nonfinancial metric that measures aggregate customer usage during a
reporting period for our BOSS Revolution Calling and Carrier Services
businesses, as well as other, smaller telephony offerings. Minutes of use
represent the volume of certain of our core offerings and that volume, together
with revenues and the relationship between revenues and direct cost of revenues,
is an indicator of the performance of those business units. Minutes of use is an
important factor in BOSS Revolution Calling and Carrier Services' revenue
recognition since satisfaction of our performance obligation occurs when the
customer uses our service. Minutes of use trends and comparisons between periods
are used in the analysis of revenues and direct cost of revenues. Direct cost of
revenues as a percentage of revenues is a financial metric that measures changes
in our direct cost of revenues relative to changes in revenues during the same
period. Direct cost of revenues as a percentage of revenues is a ratio in which
direct cost of revenues is the numerator and revenues are the denominator. It is
useful for monitoring trends in the direct cost of revenues generation as well
as for evaluating the net contribution of our revenues.



Telecom & Payment Services Segment

Telecom & Payment Services, which represented 96.1% and 96.7% of our total revenues in the nine months ended April 30, 2020 and 2019, respectively, markets and distributes the following communications and payment services:

? Core includes our three largest communications and payments offerings by

revenue: BOSS Revolution Calling, an international long-distance calling

service marketed primarily to immigrant communities in the United States,

Carrier Services, which provides international long-distance termination and

outsourced traffic management solutions to telecoms worldwide, and Mobile

Top-Up, which enables customers to transfer airtime and bundles of airtime,

messaging and data credits to mobile accounts internationally and domestically.

Core also includes smaller communications and payments offerings, many in


   harvest mode.




                                       24




? Growth comprises National Retail Solutions, which operates a point-of-sale, or

POS, terminal-based network for independent retailers, BOSS Revolution Money

Transfer, an international money remittance service for customers in the United

States, and BOSS Revolution Mobile, a mobile virtual network operator which

provides mobile phone service over a third-party network for customers in the

United States.




Our Telecom & Payment Services segment's most significant revenue streams are
from BOSS Revolution Calling, Carrier Services, and Mobile Top-Up. BOSS
Revolution Calling and Mobile Top-Up are sold direct-to-consumers and through
distributors and retailers. We receive payments for BOSS Revolution Calling,
traditional calling cards, and Mobile Top-Up prior to providing the services. We
recognize the revenue when services are provided to the customer. International
prepaid calling revenues tend to be somewhat seasonal, with the second fiscal
quarter (which contains Christmas and New Year's Day) and the fourth fiscal
quarter (which contains Mother's Day and Father's Day) typically showing higher
minute volumes.



                       Three months ended                                      Nine months ended
                           April 30,                    Change                     April 30,                   Change
                       2020           2019          $            %            2020          2019           $            %
                                                                  (in millions)
Revenues            $    308.8      $  328.8     $  (20.0 )       (6.1 )%   $   947.3     $ 1,018.6     $  (71.3 )       (7.0 )%
Direct cost of
revenues                 256.0         279.4        (23.4 )       (8.4 )        792.2         869.0        (76.8 )       (8.8 )
Selling, general
and
administrative            39.2          38.1          1.1          2.7          120.5         119.4          1.1          1.0
Depreciation and
amortization               3.1           4.2         (1.1 )      (24.4 )          9.3          11.8         (2.5 )      (21.9 )
Severance                  0.6           0.6            -          8.8            1.7           0.6          1.1        209.8
Other operating
expense, net                 -           2.3         (2.3 )     (100.0 )          2.2           5.2         (3.0 )      (58.5 )
Income from
operations          $      9.9      $    4.2     $    5.7        134.0 %    $    21.4     $    12.6     $    8.8         70.1 %



Revenues. Telecom & Payment Services' revenues and minutes of use for the three and nine months ended April 30, 2020 and 2019 consisted of the following:





                      Three months ended                                   Nine months ended
                           April 30,                  Change                   April 30,                   Change
                       2020          2019         $/#          %           2020         2019          $/#           %
                                                               (in millions)
Core Operations:
BOSS Revolution
Calling             $    111.6      $ 120.4     $  (8.8 )      (7.4 )%   $  340.5     $   366.1     $  (25.6 )      (7.0 )%
Carrier Services          87.3        121.0       (33.7 )     (27.8 )       302.5         391.1        (88.6 )     (22.7 )
Mobile Top-Up             85.1         67.6        17.5        26.0        

237.7         197.2         40.5        20.6
Other                     10.1         12.2        (2.1 )     (17.0 )        32.5          43.7        (11.2 )     (25.7 )
Growth                    14.7          7.6         7.1        92.0        

34.1 20.5 13.6 66.0 Total revenues $ 308.8 $ 328.8 $ (20.0 ) (6.1 )% $ 947.3 $ 1,018.6 $ (71.3 ) (7.0 )%



Minutes of use
BOSS Revolution
Calling                    953        1,048         (95 )      (9.0 )%      

2,913 3,245 (332 ) (10.2 )% Carrier Services 3,347 4,031 (684 ) (17.0 ) 11,589 13,379 (1,790 ) (13.4 )






Revenues and minutes of use from BOSS Revolution Calling decreased in the three
and nine months ended April 30, 2020 compared to the similar periods in fiscal
2019, although COVID-19 related demand helped to slow the rate of decline in
BOSS Revolution Calling revenue compared to prior periods. BOSS Revolution
Calling continues to be impacted by persistent, market-wide trends, including
the proliferation of unlimited calling plans offered by wireless carriers and
mobile virtual network operators, and the increasing penetration of free and
paid over-the-top voice and messaging services.



Revenues and minutes of use from Carrier Services decreased in the three and
nine months ended April 30, 2020 compared to the similar periods in fiscal 2019
due to the closure of corporate offices and the decline of commerce globally.
Over the long-term, we expect that Carrier Services will continue to be
adversely impacted as communications globally transition away from traditional
international long-distance voice operators. Carrier Services' minutes of use
and revenues will likely continue to decline from quarter-to-quarter, as we seek
to maximize economics rather than necessarily sustain minutes of use or
revenues.



Revenues from Mobile Top-Up increased in the three and nine months ended April
30, 2020 compared to the similar periods in fiscal 2019 due to COVID-19 related
demand, as well as expanded bundled offerings of minutes, text and data, and
growth from the addition of new mobile partners.



                                       25





Revenues from our Growth initiatives increased in the three and nine months
ended April 30, 2020 compared to the similar periods in fiscal 2019. BOSS
Revolution Money Transfer revenues increased 95% to $11.8 million in the three
months ended April 30, 2020 compared to the similar period in fiscal 2019 and
increased 66% to $26.7 million in the nine months ended April 30, 2020 compared
to the similar period in fiscal 2019 driven by increased transaction volumes
partially related to COVID-19 and increased foreign exchange revenue derived, in
part, from strategies leveraging the strengthened U.S. dollar and other
transient foreign exchange market conditions. National Retail Solutions'
revenues increased 88% to $2.9 million in the three months ended April 30, 2020
compared to the similar period in fiscal 2019 and increased 70% to $7.3 million
in the nine months ended April 30, 2020 compared to the similar period in fiscal
2019 driven by growth in monthly subscription fees, advertising sales, and
credit card processing customers.



Direct Cost of Revenues. Direct cost of revenues in Telecom & Payment Services
decreased in the three and nine months ended April 30, 2020 compared to the
similar periods in fiscal 2019 primarily due to decreases in Carrier Services'
and BOSS Revolution Calling's direct cost of revenues in the three and nine
months ended April 30, 2020 compared to the similar periods in fiscal 2019,
partially offset by an increase in Mobile Top-Up's direct cost of revenues in
the three and nine months ended April 30, 2020 compared to the similar periods
in fiscal 2019.



                                      Three months ended                         Nine months ended
                                          April 30,                                  April 30,
                                     2020            2019        Change         2020           2019        Change

Direct cost of revenues as a
percentage of revenues                  82.9 %         85.0 %       (2.1 )%        83.6 %        85.3 %       (1.7 )%




Direct cost of revenues as a percentage of revenues in Telecom & Payment
Services decreased 210 and 170 basis points in the three and nine months ended
April 30, 2020, respectively, compared to the similar periods in fiscal 2019
primarily due to decreases in direct cost of revenues as a percentage of
revenues in BOSS Revolution Money Transfer, Mobile Top-Up, BOSS Revolution
Calling, and National Retail Solutions. BOSS Revolution Money Transfer's direct
cost of revenues as a percentage of revenues decreased largely from increased
foreign exchange revenue derived, in part, from strategies leveraging the
strengthened U.S. dollar and other transient foreign exchange market conditions.
BOSS Revolution Calling's direct cost of revenues as a percentage of revenues
decreased primarily due to the continued migration of customers to the
direct-to-consumer channel.



Selling, General and Administrative. Selling, general and administrative expense
in our Telecom & Payment Services segment increased in the three and nine months
ended April 30, 2020 compared to the similar periods in fiscal 2019 primarily
due to increases in credit card charges and stock-based compensation, partially
offset by decreases in marketing expense. In addition, selling, general and
administrative expense in our Telecom & Payment Services segment increased in
the nine months ended April 30, 2020 compared to the similar period in fiscal
2019 due to an increase in employee compensation. As a percentage of Telecom &
Payment Services' revenue, Telecom & Payment Services' selling, general and
administrative expense increased to 12.7% from 11.6% in the three months ended
April 30, 2020 and 2019, respectively, and increased to 12.7% from 11.7% in the
nine months ended April 30, 2020 and 2019, respectively.



Depreciation and Amortization. Depreciation and amortization expense in our
Telecom & Payment Services segment decreased in the three and nine months ended
April 30, 2020 compared to the similar periods in fiscal 2019 as more of our
property, plant and equipment became fully depreciated, partially offset by
depreciation of equipment added to our telecommunications network and
capitalized costs of consultants and employees developing internal use software.



Severance. In the three months ended April 30, 2020 and 2019, Telecom & Payment
Services incurred severance expense of $0.6 million and $0.6 million,
respectively, and in the nine months ended April 30, 2020 and 2019, Telecom &
Payment Services incurred severance expense of $1.7 million and $0.6 million,
respectively. Severance expense in the three and nine months ended April 30,
2020 was incurred mostly for technology and software development employees in
the United States, Carrier Services employees in Europe, and retail-related

employees in Asia.



Other Operating Expense, net.  Telecom & Payment Services recorded accruals for

non-income related taxes related to one of its foreign subsidiaries of nil and
$2.3 million in the three months ended April 30, 2020 and 2019, respectively,
and $2.2 million and $5.4 million in the nine months ended April 30, 2020 and
2019, respectively. In addition, in the nine months ended April 30, 2019, other
operating expense, net was partially offset by a gain of $0.2 million from the
sale of a calling card business in Asia.



net2phone Segment



Our net2phone segment, which represented 3.9% and 3.3% of our total revenues in
the nine months ended April 30, 2020 and 2019, respectively, is comprised of two
verticals:


? net2phone-Unified Communications as a Service, or UCaaS, a unified cloud

communications service for businesses in North and South America and certain

other international markets; and






                                       26




? net2phone-Platform Services, which provides telephony services to cable


   operators and other businesses by leveraging a common technology platform.




                      Three months ended                                   

Nine months ended


                          April 30,                    Change                    April 30,                   Change
                     2020            2019          $           %             2020          2019          $           %
                                                                (in millions)
Revenues           $    12.5       $   12.4     $   0.1          1.0 %    $     38.1      $  34.4     $   3.7         10.7 %
Direct cost of
revenues                 2.9            3.3        (0.4 )      (13.8 )           8.8          9.6        (0.8 )       (8.7 )
Selling, general
and
administrative          11.1            9.0         2.1         24.0            32.4         24.5         7.9         32.5
Depreciation and
amortization             2.0            1.4         0.6         52.1             6.4          5.0         1.4         28.0
Other operating
expense, net             0.4              -         0.4           nm             1.0            -         1.0           nm
Loss from
operations         $    (3.9 )     $   (1.3 )   $  (2.6 )     (210.5 )%   $    (10.5 )    $  (4.7 )   $  (5.8 )     (125.4 )%






nm-not meaningful



Revenues. net2phone's revenues in the three and nine months ended April 30, 2020 and 2019 consisted of the following:





                        Three months ended                                   Nine months ended
                            April 30,                   Change                   April 30,                  Change
                       2020            2019          $           %          2020           2019          $           %
                                                                (in millions)
net2phone-UCaaS      $     8.1       $    6.6     $   1.5        22.3 %   $    23.3       $  17.5     $   5.8        33.3 %
net2phone-Platform
Services                   4.4            5.8        (1.4 )     (23.5 )        14.8          16.9        (2.1 )     (12.6 )
Total revenues       $    12.5       $   12.4     $   0.1         1.0 %   $    38.1       $  34.4     $   3.7        10.7 %




net2phone-UCaaS' revenues increased in the three and nine months ended April 30,
2020 compared to the similar periods in fiscal 2019 driven by growth in its
international and U.S. markets, partially offset by strengthening of the U.S.
dollar compared to local currencies in key overseas markets. On September 14,
2018, net2phone-UCaaS entered the Canadian market through the acquisition of
Versature Corp. Versature's revenues increased $0.2 million and $1.5 million in
the three and nine months ended April 30, 2020, respectively, compared to the
similar periods in fiscal 2019. On December 11, 2019, we acquired Ringsouth
Europa, S.L., which expanded net2phone-UCaaS' business into Spain. Ringsouth's
revenues were $0.2 million and $0.4 million in the three and nine months ended
April 30, 2020, respectively. net2phone-UCaaS' customer base growth slowed in
the second half of our third fiscal quarter as sales became increasingly
difficult as the pandemic spread in key markets. During the third quarter of
fiscal 2020, net2phone-UCaaS introduced an integration of its cloud
communications offering with Microsoft Teams and its secure video conferencing
solution, Huddle (in beta).


net2phone-Platform Services' revenues decreased in the three and nine months ended April 30, 2020 compared to the similar periods in fiscal 2019 due to changes in contractual terms for telephony services that were effective beginning in January 2020.


Direct Cost of Revenues. Direct cost of revenues decreased in the three and nine
months ended April 30, 2020 compared to the similar periods in fiscal 2019
because of decreases in the direct cost of revenues in both net2phone-UCaaS

and
net2phone-Platform Services.



                                      Three months ended                         Nine months ended
                                          April 30,                                  April 30,
                                     2020            2019        Change         2020           2019        Change

Direct cost of revenues as a
percentage of revenues                  23.0 %         27.0 %       (4.0 )%        23.1 %        28.0 %       (4.9 )%




Direct cost of revenues as a percentage of revenues decreased 400 and 490 basis
points in the three and nine months ended April 30, 2020, respectively, compared
to the similar periods in fiscal 2019 primarily because of decreases in direct
cost of revenues as a percentage of revenues in net2phone-UCaaS. Direct cost of
revenues as a percentage of revenues in net2phone-Platform Services increased in
the three months ended April 30, 2020 compared to the similar period in fiscal
2019 and decreased in the nine months ended April 30, 2020 compared to the
similar period in fiscal 2019.



Selling, General and Administrative. Selling, general and administrative expense
increased in the three and nine months ended April 30, 2020 compared to the
similar periods in fiscal 2019 due to increases in employee compensation,
stock-based compensation, and sales commissions. As a percentage of net2phone's
revenues, net2phone's selling, general and administrative expenses were 88.7%
and 72.2% in the three months ended April 30, 2020 and 2019, respectively, and
85.1% and 71.1% in the nine months ended April 30, 2020 and 2019, respectively.



                                       27





Depreciation and Amortization. The increase in depreciation and amortization
expense in the three and nine months ended April 30, 2020 compared to the
similar periods in fiscal 2019 was due to increases in depreciation of
net2phone-UCaaS' customer premises equipment, additional depreciation and
amortization in Versature, and increases in depreciation of capitalized costs of
consultants and employees developing internal use software.



Other Operating Expense, net. Other operating expense, net of $0.4 million and
$1.0 million in the three and nine months ended April 30, 2020, respectively,
was primarily due to our indemnification of a net2phone cable telephony customer
related to patent infringement claims brought against the customer.



Corporate



                      Three months ended                                  

Nine months ended


                          April 30,                   Change                   April 30,                  Change
                     2020            2019          $           %          2020           2019          $           %
                                                              (in millions)
General and
administrative     $    (2.4 )     $   (2.4 )   $     -         2.6 %   $    (6.9 )     $  (7.2 )   $   0.3         3.0 %
Other operating
gain (expense),
net                      0.2           (0.1 )       0.3       226.6          (0.3 )        (0.6 )       0.3        58.3
Loss from
operations         $    (2.2 )     $   (2.5 )   $   0.3        12.6 %   $    (7.2 )     $  (7.8 )   $   0.6         7.2 %




Corporate costs include compensation, consulting fees, treasury and accounts
payable, tax and accounting services, human resources and payroll, corporate
purchasing, corporate governance including Board of Directors' fees, internal
and external audit, investor relations, corporate insurance, corporate legal,
charitable contributions, travel, and other corporate-related general and
administrative expenses. Corporate does not generate any revenues, nor does it
incur any direct cost of revenues.



General and Administrative. Corporate general and administrative expense was
basically unchanged in the three months ended April 30, 2020 compared to the
similar period in fiscal 2019 primarily because of a decrease in employee
compensation, partially offset by an increase in stock-based compensation.
Corporate general and administrative expense decreased in the nine months ended
April 30, 2020 compared to the similar period in fiscal 2019 primarily because
of decreases in employee compensation, legal fees, and consulting expense,
partially offset by an increase in stock-based compensation. As a percentage of
our total consolidated revenues, Corporate general and administrative expense
was 0.7% in the three and nine months ended April 30, 2020 and 2019.



Other Operating Gain (Expense), net. On July 31, 2013, we completed a pro rata
distribution of the common stock of our former subsidiary Straight Path
Communications Inc., or Straight Path, to our stockholders. As discussed in Note
15 to the Consolidated Financial Statements included in Item 1 to Part I of this
Quarterly Report on Form 10-Q, a putative class action on behalf of Straight
Path's stockholders and derivative complaint was filed naming us, among others.
We incurred legal fees of $1.2 million and $0.1 million in the three months
ended April 30, 2020 and 2019, respectively, and $2.5 million and $0.6 million
in the nine months ended April 30, 2020 and 2019, respectively, related to this
action. Also, in the three and nine months ended April 30, 2020, we recorded a
gain from insurance proceeds for this matter of $1.4 million and $2.2 million,
respectively.



Consolidated


The following is a discussion of certain of our consolidated expenses, and our consolidated income and expense line items below income from operations.





Related Party Lease Costs. On March 26, 2018, we completed a pro rata
distribution of the common stock of our former subsidiary, Rafael Holdings,
Inc., or Rafael, to our stockholders of record as of the close of business on
March 13, 2018, which we refer to as the Rafael Spin-Off. We lease office space
and parking in Rafael's building and parking garage located at 520 Broad St,
Newark, New Jersey. We also lease office space in Israel from Rafael. The Newark
lease expires in April 2025 and the Israel lease expires in July 2025. In the
three months ended April 30, 2020 and 2019, we incurred lease costs of $0.5
million and $0.5 million, respectively, and in the nine months ended April 30,
2020 and 2019, we incurred lease costs of $1.4 million and $1.3 million,
respectively, in connection with the Rafael leases, which is included in
consolidated selling, general and administrative expenses.



Stock-Based Compensation Expense. Stock-based compensation expense included in
consolidated selling, general and administrative expenses was $0.8 million and
$0.3 million in the three months ended April 30, 2020 and 2019, respectively,
and $3.3 million and $1.2 million in the nine months ended April 30, 2020 and
2019, respectively. The increase in stock-based compensation expense in the
three and nine months ended April 30, 2020 compared to the similar periods in
fiscal 2019 was primarily due to expense of deferred stock units granted in June
2019. At April 30, 2020, unrecognized compensation cost related to non-vested
stock-based compensation was an aggregate of $2.3 million. The unrecognized
compensation cost is expected to be recognized over the remaining vesting period
that ends in 2022.



                                       28





                      Three months ended                                       Nine months ended
                           April 30,                    Change                     April 30,                    Change
                     2020            2019           $            %            2020            2019          $            %
                                                                  (in millions)
Income from
operations         $     3.8       $     0.4     $    3.4        744.5 %    $     3.7       $    0.2     $    3.5           nm
Interest income,
net                      0.1             0.2         (0.1 )      (68.4 )          0.5            0.5            -         11.2 %
Other (expense)
income, net             (2.1 )           0.4         (2.5 )     (695.6 )         (1.4 )         (0.5 )       (0.9 )     (175.3 )
(Provision for)
benefit from
income taxes            (1.4 )           1.5         (2.9 )     (189.7 )         (3.0 )         (0.7 )       (2.3 )     (329.0 )

Net income
(loss)                   0.4             2.5         (2.1 )      (84.3 )         (0.2 )         (0.5 )        0.3         75.9
Net loss
(income)
attributable to
noncontrolling
interests                0.1            (0.3 )        0.4        146.3            0.1           (0.9 )        1.0        107.9

Net income
(loss)
attributable to
IDT Corporation    $     0.5       $     2.2     $   (1.7 )      (76.1 )%  
$    (0.1 )     $   (1.4 )   $    1.3         95.6 %






nm-not meaningful



Other (Expense) Income, net. Other (expense) income, net consists of the
following:



                                                      Three months ended           Nine months ended
                                                          April 30,                    April 30,
                                                     2020            2019         2020           2019
                                                                      (in millions)

Foreign currency transaction (losses) gains $ (0.8 ) $ -

$     0.2       $  (0.8 )
(Loss) gain on investments                              (1.2 )          0.6          (0.8 )         0.7
Other                                                   (0.1 )         (0.2

) (0.8 ) (0.4 )


Total other (expense) income, net                  $    (2.1 )     $    0.4
$    (1.4 )     $  (0.5 )




(Provision for) Benefit from Income Taxes. The increase in income tax expense in
the three and nine months ended April 30, 2020 compared to the similar periods
in fiscal 2019 was primarily due to differences in the amount of taxable income
earned in the various taxing jurisdictions.



On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security
Act ("CARES Act") was signed into U.S. federal law, which is aimed at providing
emergency assistance and health care for individuals, families, and businesses
affected by the COVID-19 pandemic and generally supporting the U.S. economy. The
CARES Act, among other things, includes provisions related to refundable payroll
tax credits, deferment of the employer portion of social security payments, net
operating loss carryback periods, modifications to the net interest deduction
limitations, and technical corrections to tax depreciation methods for qualified
improvement property. For the three months ended April 30, 2020, the CARES Act
did not have a significant impact on our consolidated financial statements. We
will continue to assess the impact of the CARES Act on our consolidated
financial statements.



Net Loss (Income) Attributable to Noncontrolling Interests. The change in the
net loss (income) attributable to noncontrolling interests in the three and nine
months ended April 30, 2020 compared to the similar periods in fiscal 2019 was
primarily due to the net loss attributable to noncontrolling interests of one of
our subsidiaries of $0.4 million and $0.7 million in the three and nine months
ended April 30, 2020, respectively. We did not record the net loss attributable
to noncontrolling interests of this subsidiary in the similar periods in fiscal
2019. In addition, the reduction in the net income attributable to
noncontrolling interests of other subsidiaries in the three and nine months
ended April 30, 2020 compared to the similar periods in fiscal 2019 was the
result of a decrease in the net income of these subsidiaries.



Liquidity and Capital Resources





General



We currently expect our cash from operations in the next twelve months and the
balance of cash, cash equivalents, debt securities, and current equity
investments that we held on April 30, 2020 to be sufficient to meet our
currently anticipated working capital and capital expenditure requirements
during the twelve-month period ending April 30, 2021. As of the date of this
filing, including the impact of COVID-19 on us, management believes that we
continue to have sufficient liquidity and capital resources for the foreseeable
future.


At April 30, 2020, we had cash, cash equivalents, debt securities, and current equity investments of $70.5 million and a working capital deficit (current liabilities in excess of current assets) of $16.6 million.





                                       29





We treat unrestricted cash and cash equivalents held by IDT Payment Services as
substantially restricted and unavailable for other purposes. At April 30, 2020,
"Cash and cash equivalents" in our consolidated balance sheet included an
aggregate of $6.6 million held by IDT Payment Services that was unavailable for
other purposes.

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