3. Discontinued Operations

Distribution of LifeWorks Business

On March 1, 2016, we entered into a strategic joint venture with WorkAngel Technology Limited (“WorkAngel”) in which we contributed our existing LifeWorks business to WorkAngel Organisation Limited, a newly formed English limited company. On January 20, 2017, WorkAngel Organisation Limited changed its name to LifeWorks Corporation Ltd (“LifeWorks”). We had a controlling interest in LifeWorks, including certain preferential distribution rights; therefore, LifeWorks was consolidated within our financial statements, and the other joint venture ownership interest component was presented as a noncontrolling interest. During the six months ended June 30, 2018, there was loss attributable to the noncontrolling interest of $0.5. During the three and six months ended June 30, 2017, there was income attributable to the noncontrolling interest of $0.1 and $0.1, respectively.

In the second quarter of 2018, contemporaneously with our IPO and concurrent private placement, we distributed our controlling financial interest in LifeWorks to our stockholders of record prior to the IPO on a pro rata basis in accordance with their pro rata interests in us (the “LifeWorks Disposition”).

The LifeWorks Disposition represents a strategic shift in our overall business and had a significant impact on the financial statement results. Therefore, the LifeWorks business has been presented as discontinued operations in the condensed consolidated financial statements and accompanying notes for all periods presented. Ceridian’s net book value related to LifeWorks of $95.7 was recorded as a distribution through additional paid in capital within our condensed consolidated balance sheet during the second quarter of 2018.

The amounts in the table below reflect the operating results of LifeWorks reported as discontinued operations, as well as supplemental disclosures of the discontinued operations:


	Three Months Ended June 30,					Six Months Ended June 30,
	2018			2017		2018			2017
Net revenues	$	6.6		$	19.3	$	28.3		$	38.9
Income (loss) from operations before income taxes		—			0.2		(0.9	)		1.5
Income tax expense		(9.7	)		—		(10.9	)		(1.5	)
(Loss) income from discontinued operations, net of income taxes	$	(9.7	)	$	0.2	$	(11.8	)	$	—
Depreciation and amortization	$	0.4		$	1.0	$	1.4		$	2.0
Capital expenditures	$	—		$	0.1	$	—		$	0.2

The amounts in the table below reflect the assets and liabilities reported as discontinued operations for LifeWorks:


	December 31, 2017
Assets:
Cash and equivalents	$	5.3
Trade and other receivables, net		13.3
Prepaid expenses		1.5
Property, plant and equipment, net		1.8
Other intangible assets, net		5.9
Goodwill		126.3
Other assets		2.1

Assets of discontinued operations	$	156.2

Liabilities:
Accounts payable	$	4.4
Deferred revenue		2.8
Employee compensation and benefits		1.3
Other liabilities		10.8

Liabilities of discontinued operations	$	19.3

Sale of Divested Benefits Continuation Businesses

In the third quarter of 2013, we entered into an agreement for the sale of certain of our customer contracts for consumer-directed benefit services, including flexible spending accounts, health reimbursement accounts, health savings accounts, commuter (parking or transit) premium-only plans, and tuition reimbursement plans (collectively, the “Consumer-Directed Benefit Services”). During the third quarter of 2015, we completed two separate transactions that resulted in the sale of our benefits administration and post-employment health insurance portability compliance businesses (the “Divested Benefits Continuation Businesses”).

These three transactions represented a strategic shift in our overall business and had a significant impact on the financial statement results. Accordingly, the Divested Benefits Continuation Businesses, as well as the Consumer-Directed Benefit Services, have been presented as discontinued operations in the condensed consolidated financial statements and accompanying notes for all periods presented. The amounts in the table below reflect the operating results and gain on sale of the Divested Benefits Continuation Businesses reported as discontinued operations:


	Six Months Ended June 30,
	2017
Net revenues	$	—
Loss from operations before income taxes		(0.1	)
Gain on sale of businesses		0.9
Income tax expense		(0.3	)
Income from discontinued operations, net of income taxes	$	0.5

For both sales of the Divested Benefits Continuation Businesses, consideration received was contingent upon the number and dollar value of successful customer transitions and was recorded when earned. Proceeds of $0.9 were received and earned based on the customers transitioned during the six months ended June 30, 2017. These proceeds were for a final purchase price true-up related to one of the transactions.

The remaining liabilities related to discontinued operations for the Divested Benefits Continuation Businesses as of June 30, 2018, and December 31, 2017, were $0.2 and $0.3 of other accrued expenses.