Divestitures and Held for Sale

9 Months Ended

Sep. 30, 2019

Discontinued Operations and Disposal Groups [Abstract]

DIVESTITURES AND HELD FOR SALE

Embraco Sale Transaction

On April 23, 2018, our Board of Directors approved the sale of Embraco and we subsequently entered into an agreement to sell the compressor business for a cash purchase price of $1.08 billion, subject to customary adjustments including for indebtedness, cash and working capital at closing.

On July 1, 2019, we completed the sale of Embraco and received cash proceeds of $1.1 billion inclusive of anticipated cash on hand at the time of closing. With the proceeds from this transaction, we repaid the outstanding term loan amount of approximately $1 billion as required under the April 23, 2018 Term Loan Agreement with Citibank, N.A., as Administrative Agent.

In connection with the sale, we recorded a pre-tax gain, net of transaction and other costs, of $511 million ($350 million net of taxes) during the three and nine months ended September 30, 2019. The gain calculation is subject to change based on finalization of the amounts for working capital and other customary post-closing adjustments.

Embraco was reported within our Latin America reportable segment and met the criteria for held for sale accounting through the closing date. The operations of Embraco did not meet the criteria to be presented as discontinued operations. The assets and liabilities of Embraco were de-consolidated as of the closing date and there are no remaining carrying amounts in the Consolidated Condensed Balance Sheets as of September 30, 2019.

The carrying amounts of the major classes of Embraco's assets and liabilities at September 30, 2019 and December 31, 2018 include the following:



Millions of dollars	September 30, 2019		December 31, 2018
Accounts receivable, net of allowance of $0 and $8, respectively	—		198
Inventories	—		165
Prepaid and other current assets	—		42
Property, net of accumulated depreciation of $0 and $616, respectively	—		364
Right of use assets	—		—
Other noncurrent assets	—		49
Total assets	$	—	$	818

Accounts payable	$	—	$	361
Accrued expenses	—		27
Accrued advertising and promotion	—		12
Other current liabilities	—		55
Lease liabilities	—		—
Other noncurrent liabilities	—		34
Total liabilities	$	—	$	489

The following table summarizes Embraco's earnings before income taxes for the periods presented:



	Three Months Ended September 30,				Nine Months Ended September 30,
Millions of dollars	2019		2018		2019		2018
Earnings before income taxes	$	—	$	21	$	47	$	37

South Africa Business Disposal

On June 28, 2019, we entered into an agreement to sell our South Africa operations for a cash purchase price of $5 million, subject to customary adjustments at closing.

On September 5, 2019, we completed the sale of our South Africa operations. In connection with the sale, we finalized the loss on disposal of $63 million which is recorded in the nine months ended September 30, 2019. The loss includes a charge of $29 million for the write-down of the assets of the disposal group to fair value and $34 million of cumulative foreign currency translation adjustments included in the carrying amount of the disposal group to calculate the impairment.

The South Africa business was reported within our EMEA reportable segment and met the criteria for held for sale accounting through the closing date. The operations of South Africa did not meet the criteria to be presented as discontinued operations.

For additional information see Note 11 to the Consolidated Condensed Financial Statements.

Divestiture of Turkey Domestic Sales Operations

For the nine months ended September 30, 2019, we incurred approximately $11 million of divestiture related costs, primarily inventory liquidation costs, related to the exit from our domestic sales operations in Turkey.

For additional information see Note 13 to the Consolidated Condensed Financial Statements.