Annual report pursuant to Section 13 and 15(d)

Discontinued Operations

v3.7.0.1
Discontinued Operations
12 Months Ended
Dec. 31, 2016
Discontinued Operations [Abstract]  
Discontinued Operations

NOTE 2.  DISCONTINUED OPERATIONS



As discussed above in Note 1, during the year ended December 31, 2014, the Company and Gregory, its then wholly-owned subsidiary, completed the GMP Sale pursuant to the terms of the GMP Purchase Agreement.  The Company received $84,135 in cash for the GMP Sale and paid $2,995 in transaction fees for net proceeds of $81,140.  The Company recognized a pre-tax gain on such sale of $39,491 and tax expense of $19,424.  The Company performed certain transition services related to the GMP Sale and received $0,  $232, and $568, which were recorded as a reduction of selling, general and administrative expenses in our consolidated financial statements during the years ended December 31, 2016, 2015, and 2014, respectively.



Additionally, as discussed above in Note 1, on October 7, 2015, the Company sold POC.  The Company received $63,639 in cash for the POC Disposition and paid $2,946 in transaction fees for net proceeds of $60,693.  $739 of cash was sold as part of the transaction.  Also, as of December 31, 2015, there was an unsettled working capital adjustment of $921 owed to Dainese which was paid during the three months ended March 31, 2016.  The Company recognized a pre-tax gain on such sale of $8,436The Company performed certain transition services related to the POC Disposition and received $324, $270, and $0 during the years ended December 31, 2016, 2015, and 2014, respectively, which was recorded as a reduction of selling, general and administrative expenses in our consolidated financial statements for such periods.



Summarized results of discontinued operations for both GMP and POC are as follows:







 

 

 

 

 

 

 

 

 



 

Year Ended December 31,



 

2016

 

2015

 

2014



 

 

 

 

 

 

 

 

 

Sales

 

$

 -

 

$

26,179 

 

$

55,521 

Cost of goods sold

 

 

 -

 

 

(13,124)

 

 

(29,247)

Selling, general and administrative

 

 

 -

 

 

(11,081)

 

 

(21,293)

Interest expense, net

 

 

 -

 

 

(66)

 

 

(757)

Other, net

 

 

 -

 

 

281 

 

 

608 



 

 

 

 

 

 

 

 

 

Income (loss) from operations of discontinued operations

 

 

 -

 

 

2,189 

 

 

4,832 

Gain on sale of discontinued operations

 

 

 -

 

 

8,436 

 

 

39,491 



 

 

 

 

 

 

 

 

 

Income (loss) before taxes

 

 

 -

 

 

10,625 

 

 

44,323 

Income tax expense (benefit)

 

 

 -

 

 

61 

 

 

20,698 

Income (loss) from discontinued operations, net of tax

 

$

 -

 

$

10,564 

 

$

23,625 



 

 

 

 

 

 

 

 

 

In connection with the GMP Sale on July 23, 2014, all interest related to outstanding debt that was required to be repaid pursuant to the terms of the Company’s amended and restated loan agreement with Zions First National Bank (the “Lender”) is allocated to discontinued operations in our consolidated financial statements for the year ended December 31, 2014.  As the outstanding debt was repaid during the year ended December 31, 2014, there was no interest allocated to discontinued operations in our consolidated financial statements for the year ended December 31, 2015. 



Summarized cash flow information for both GMP and POC discontinued operations are as follows:







 

 

 

 

 

 

 

 

 



 

Year Ended December 31,



 

2016

 

2015

 

2014



 

 

 

 

 

 

 

 

 

Depreciation of property and equipment

 

 

 -

 

 

423 

 

 

571 

Amortization of intangible assets

 

 

 -

 

 

866 

 

 

1,792 

Stock-based compensation

 

 

 -

 

 

(645)

 

 

418 

Purchase of property and equipment

 

 

 -

 

 

(671)

 

 

(1,095)