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Dispositions | 6 Months Ended
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Jun. 30, 2021
Discontinued Operations and Disposal Groups [Abstract] |
Dispositions | Discontinued Operations and Assets Held for Sale As discussed in Note 1, Description of Business, the Company’s remaining principal markets are Mexico and Peru (the Continuing Operations). All remaining markets have been or will be divested (the Discontinued Operations). In the tables below, certain classification changes have been made to the prior year amounts in order to conform to the current year presentation. On the Consolidated Statements of Operations, the results from the Discontinued Operations, which in the prior year were presented in two lines, have been combined into one line labeled Income (loss) from discontinued operations, net of tax, for all periods presented. Summarized operating results and cash flows of the Discontinued Operations are presented in the following tables:
For the three months ended June 30, | 2021 |  | 2020
Revenues | $ | 232,114 |  |  | $ | 513,372 |
Depreciation and amortization expense | — |  |  | (22,002) |
Share-based compensation expense | (585) |  |  | (888) |
Other direct costs | (171,469) |  |  | (350,822) |
Loss on impairment of assets | (204) |  |  | (421,312) |
Other non-operating expense | (4,389) |  |  | (10,020) |
Gain (loss) on sale of discontinued operations before taxes, net | 30,131 |  |  | (11,440) |
Pretax income (loss) of discontinued operations | 85,598 |  |  | (303,112) |
Income tax benefit | 1,063 |  |  | 3,043 |
Income (loss) from discontinued operations, net of tax | $ | 86,661 |  |  | $ | (300,069) |
For the six months ended June 30, | 2021 |  | 2020
Revenues | $ | 471,863 |  |  | $ | 882,856 |
Depreciation and amortization expense | — |  |  | (46,513) |
Share-based compensation expense | (827) |  |  | (1,333) |
Other direct costs | (372,665) |  |  | (729,704) |
Loss on impairment of assets | (1,268) |  |  | (421,312) |
Other non-operating expense | (15,551) |  |  | (65,076) |
Gain (loss) on sale of discontinued operations before taxes, net | 13,293 |  |  | (34,993) |
Pretax income (loss) of discontinued operations | 94,845 |  |  | (416,075) |
Income tax (expense) benefit | (8,602) |  |  | 8,226 |
Income (loss) from discontinued operations, net of tax | $ | 86,243 |  |  | $ | (407,849) |
Operating cash flows of discontinued operations | $ | 56,567 |  |  | $ | 193,459 |
Investing cash flows of discontinued operations | $ | (9,941) |  |  | $ | (29,632) |
Financing cash flows of discontinued operations | $ | (18,059) |  |  | $ | 14,135 |
Loss Recognized on Brazil Held-For-Sale Disposal Group During the first quarter of 2021, the Company recorded a loss of approximately $32,400 related to the Brazil disposal group, which was classified as a Discontinued Operation, in order to write down the carrying value of those assets to their estimated fair value less costs to sell as of March 31, 2021, in accordance with ASC 360-10, “Impairment and Disposal of Long-lived Assets” (ASC 360-10). The estimated fair value was based on the sale agreement for the disposal group that was announced on November 2, 2020, as previously disclosed. The sale of the Brazil disposal group closed on May 28, 2021. See Note 5, Dispositions, for more information. The assets and liabilities of the Discontinued Operations, which are subject to finalization, have been classified as held for sale as of June 30, 2021 and December 31, 2020. The assets and liabilities are recorded at the lower of their carrying values or their estimated fair values less costs to sell. The carrying amounts of the major classes of assets and liabilities that were classified as held for sale are presented in the following tables:
| June 30, 2021 |  | December 31, 2020
Assets of Discontinued Operations |  |  |
Cash and cash equivalents | $ | 105,217 |  |  | $ | 270,164 |
Receivables, net | 42,452 |  |  | 113,386 |
Property and equipment, net | 43,082 |  |  | 259,471 |
Goodwill and Tradenames | 822,440 |  |  | 1,202,496 |
Operating lease right-of-use assets, net | 13,651 |  |  | 136,806 |
Other assets | 95,240 |  |  | 183,742 |
Valuation allowance on held-for-sale disposal groups | — |  |  | (248,630) |
Total assets held for sale | $ | 1,122,082 |  |  | $ | 1,917,435 |
Liabilities of Discontinued Operations |  |  |
Deferred revenue and student deposits | $ | 79,908 |  |  | $ | 87,793 |
Operating leases, including current portion | 19,645 |  |  | 151,413 |
Long-term debt, seller notes and finance leases, including current portion | — |  |  | 171,451 |
Other liabilities | 86,707 |  |  | 291,599 |
Total liabilities held for sale | $ | 186,260 |  |  | $ | 702,256 |
Discontinued Operations with Signed Sale Agreements Pending Closure at June 30, 2021 Walden On September 11, 2020, Laureate entered into a Membership Interest Purchase Agreement (the Walden Sale Agreement) with Adtalem Global Education Inc., a Delaware corporation (the Walden Purchaser). Pursuant to the Walden Sale Agreement, the Company has agreed to sell to the Walden Purchaser all of the issued and outstanding equity interest in Walden e-Learning, LLC, a Delaware limited liability company and a wholly owned subsidiary of the Company and its subsidiary, Walden University, LLC, a Florida limited liability company and an indirect wholly owned subsidiary of the Company (together with Walden e-Learning, LLC, the Walden Group), in exchange for a purchase price of $1,480,000 in cash, subject to certain adjustments set forth in the Walden Sale Agreement. On July 21, 2021, Laureate and the Walden Purchaser entered into a waiver and amendment to the Walden Sale Agreement (the Amendment). Under the Amendment, Laureate and the Walden Purchaser agreed (i) that the U.S. Department of Education notification dated June 23, 2021 to Walden University (the DOE Notification) meets the definition of a DOE Preacquisition Response (as defined in the Walden Sale Agreement) and (ii) to waive any right to terminate the Walden Sale Agreement under sections 7.01(b)(iii) or 7.01(c)(ii) thereof in respect of the DOE Notification. Laureate also agreed to provide additional indemnification to the Walden Purchaser from and after the closing of the transactions contemplated by the Walden Sale Agreement. The closing of the sale transaction is expected to occur during the third quarter of 2021 and is subject to customary closing conditions, including regulatory approval by the U.S. Department of Education and the Higher Learning Commission and required antitrust approvals. Dispositions Brazil Divestiture On May 28, 2021, the Company completed the sale of its operations in Brazil to Ânima Holding S.A. (Anima). The proceeds received, net of cash sold, transaction fees and settlement of foreign currency swaps, were approximately $625,500. The Company used a portion of the proceeds to repay the remaining balance outstanding under its Senior Notes due 2025. Additionally, the buyer assumed indebtedness, gross of cash sold, of approximately $121,000. The Company recognized a pre-tax gain on the sale of approximately $27,500, which is included in Income (loss) from discontinued operations, net of tax in the Consolidated Statement of Operations for the three and six months ended June 30, 2021. Honduras Divestiture On March 8, 2021, the Company completed the divestiture of its operations in Honduras to Fundación Nasser, a not-for-profit foundation in Honduras. In connection with the transaction, the Company transferred control of Fundaempresa, which manages Universidad Tecnológica Centroamericana (UNITEC), including Centro Universitario Tecnológico (CEUTEC). The proceeds received, net of cash sold, closing costs and a working capital adjustment that was completed during the second quarter of 2021, were approximately $24,000. Under the transaction terms, additional consideration of $2,000 was paid into an escrow account at closing and, assuming certain conditions are met, will be released to the Company based on the following schedule: 50% after 18 months, 25% after 24 months and 25% after 36 months. The Company recognized a pre-tax loss of approximately $1,700, which is included in Income (loss) from discontinued operations, net of tax in the Consolidated Statement of Operations for the six months ended June 30, 2021. Receipt of Remaining Escrow Receivable from Sale of China Operations On January 25, 2018, the Company completed the sale of LEI Lie Ying Limited in China. At the closing of the sale on January 25, 2018, a portion of the total transaction value was paid into an escrow account, to be distributed to the Company pursuant to the terms and conditions of the escrow agreement. In June 2020, the Company received approximately one-half of the escrow account, and the remainder was due in January 2021. In April 2021, the Company received 168,284 Hong Kong Dollars (approximately $21,650 at the date of receipt), which represented payment in full for the remainder of the escrow account. Accordingly, the Company recognized a gain of approximately $13,600, which is included in Income (loss) from discontinued operations, net of tax in the Consolidated Statement of Operations for the six months ended June 30, 2021.

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- Definition The entire disclosure related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 360 -URI http://asc.fasb.org/topic&trid=2155823 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 205 -SubTopic 20 -URI http://asc.fasb.org/subtopic&trid=2122178 + Details
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