v3.5.0.2
Discontinued operations
 9 Months Ended
Sep. 30, 2016
Discontinued operations  
Discontinued operations

4. Discontinued operations

 

On June 26, 2015, Atlantic Power Transmission, Inc. (“APT”), our wholly-owned, direct subsidiary, sold our Wind Projects under a definitive agreement (the “Purchase Agreement”) with TerraForm AP Acquisition Holdings, LLC (“TerraForm”), an affiliate of SunEdison, Inc. (an affiliate of TerraForm Power, Inc.). The sale was completed for aggregate cash proceeds of approximately $335 million after transaction fees, exclusive of transaction-related taxes. We recorded an approximate $47.2 million gain on sale, which is included as a component of income from discontinued operations in the consolidated statements of operations for the nine months ended September 30, 2015.

 

Terraform acquired from APT, 100% of APT’s direct membership interests in a holding company formed to facilitate the sale, thereby acquiring our indirect interests in our portfolio of Wind Projects consisting of five operating wind projects in Idaho and Oklahoma and representing 521 MW net ownership: Goshen (12.5% economic interest), Idaho Wind (27.6% economic interest), Meadow Creek (100% economic interest); Rockland Wind Farm (50% economic interest, but consolidated on a 100% basis); and Canadian Hills (99% economic interest). As a result of the sale, we deconsolidated approximately $249 million of project debt (or approximately $274 million as adjusted for our proportional ownership of Rockland, Goshen North and Idaho Wind) and approximately $224 million of non-controlling interest related to tax equity interests at Canadian Hills and the minority ownership interests at Rockland and Canadian Hills.

 

The Wind Projects were designated as assets held for sale and discontinued operations on March 31, 2015, the date we established a firm commitment to a plan to sell the wind assets. Our determination to designate the Wind Projects as discontinued operations was based on the impact the sale would have on our operations and financial results and because the Wind Projects made up the entirety of our Wind reportable segment. We stopped depreciating the property, plant and equipment of the Wind Projects on the designation date.

 

The following table summarizes the revenue and income from operations of the Wind Projects for the three and nine months ended September 30, 2015:

 

 

 

 

 

 

 

 

 

 

Three months

 

Nine months

 

 

ended

 

ended

 

 

September 30, 

 

September 30, 

 

 

2015

 

2015

Revenue

 

$

 —

 

$
34.8

Project expenses:

 

 

 

 

 

 

Operations and maintenance

 

 

 —

 

 
10.8

Depreciation and amortization

 

 

 —

 

 
10.3

 

 

 

 —

 

 
21.1

Project other expense:

 

 

 

 

 

 

Change in fair value of derivatives

 

 

 —

 

 
(0.7)

Equity in earnings of unconsolidated affiliates

 

 

 —

 

 
(0.3)

Interest expense, net

 

 

 —

 

 
(6.7)

Gain (loss) on sale of asset

 

 
(0.2)

 

 
47.2

 

 

 
(0.2)

 

 
39.5

Income (loss) from operations of discontinued businesses

 

 
(0.2)

 

 
53.2

Income tax expense

 

 
0.3

 

 
32.6

Income (loss) from operations of discontinued businesses, net of tax

 

 
(0.5)

 

 
20.6

Net loss attributable to noncontrolling interests of discontinued businesses

 

 

 —

 

 
(11.0)

Income (loss) from operations of discontinued businesses, net of noncontrolling interests

 

$
(0.5)

 

$
31.6

 

 

Basic and diluted earnings per share related to income (loss) from discontinued operations for the Wind Projects was $0.00 and $0.26 for the three and nine months ended September 30, 2015, respectively.

 

The following table summarizes the operating and investing cash flows of the Wind Projects for the nine months ended September 30, 2015:

 

 

 

 

 

 

Nine months

 

 

ended

 

 

September 30, 

 

 

2015

 

Cash provided by operating activities

$
21.9

 

Cash used in investing activities

 
(12.8)