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Discontinued Operations
6 Months Ended
Jun. 30, 2014
Discontinued Operations  
Discontinued Operations

2.  Discontinued Operations

 

In May 2009, the Venezuelan government enacted a law that reserves to the State of Venezuela certain assets and services related to hydrocarbon activities, which included substantially all of our assets and services in Venezuela. The law provides that the reserved activities are to be performed by the State, by the State-owned oil company, Petroleos de Venezuela S.A. (“PDVSA”), or its affiliates, or through mixed companies under the control of PDVSA or its affiliates. The law authorizes PDVSA or its affiliates to take possession of the assets and take over control of those operations related to the reserved activities as a step prior to the commencement of an expropriation process, and permits the national executive of Venezuela to decree the total or partial expropriation of shares or assets of companies performing those services.

 

In June 2009, PDVSA commenced taking possession of our assets and operations in a number of our locations in Venezuela and by the end of the second quarter of 2009, PDVSA had assumed control over substantially all of our assets and operations in Venezuela. The expropriation of our business in Venezuela meets the criteria established for recognition as discontinued operations under GAAP. Therefore, our Venezuelan contract operations business is reflected as discontinued operations in our condensed consolidated financial statements.

 

In March 2010, our Spanish subsidiary filed a request for the institution of an arbitration proceeding against Venezuela with the International Centre for Settlement of Investment Disputes (“ICSID”) related to the seized assets and investments under the agreement between Spain and Venezuela for the Reciprocal Promotion and Protection of Investments and under Venezuelan law. The arbitration hearing occurred in July 2012.

 

In August 2012, our Venezuelan subsidiary sold its previously nationalized assets to PDVSA Gas, S.A. (“PDVSA Gas”) for a purchase price of approximately $441.7 million. We received installment payments, including an annual charge, totaling $18.1 million and $35.9 million during the three and six months ended June 30, 2014, respectively, and $34.3 million during the first quarter of 2013, which included a prepayment of $17.2 million for the second quarter 2013 installment payment. The remaining principal amount due to us of approximately $149 million as of June 30, 2014, is payable in quarterly cash installments through the third quarter of 2016. We have not recognized amounts payable to us by PDVSA Gas as a receivable and will therefore recognize quarterly payments received in the future as income from discontinued operations in the periods such payments are received. The proceeds from the sale of the assets are not subject to Venezuelan national taxes due to an exemption allowed under the Venezuelan Reserve Law applicable to expropriation settlements. In addition, and in connection with the sale, we and the Venezuelan government agreed to waive rights to assert certain claims against each other.

 

In connection with the sale of these assets, we have agreed to suspend the arbitration proceeding previously filed by our Spanish subsidiary against Venezuela pending payment in full by PDVSA Gas of the purchase price for these nationalized assets.

 

In June 2012, we committed to a plan to sell our contract operations and aftermarket services businesses in Canada (“Canadian Operations”) as part of our continued emphasis on simplification and focus on our core businesses. In July 2013, we completed the sale of our Canadian Operations. Our Canadian Operations are reflected as discontinued operations in our condensed consolidated financial statements. These operations were previously included in our North American contract operations and aftermarket services business segments. In connection with the planned disposition, we recorded impairment charges totaling $3.9 million and $6.0 million during the three and six months ended June 30, 2013, respectively. The impairment charges are reflected in income (loss) from discontinued operations, net of tax, in our condensed consolidated statements of operations.

 

In December 2013, we abandoned our contract water treatment business as part of our continued emphasis on simplification and focus on our core businesses. The abandonment of this business meets the criteria established for recognition as discontinued operations under GAAP. Therefore, our contract water treatment business is reflected as discontinued operations in our condensed consolidated financial statements. This business was previously included in our North American contract operations business segment.

 

The following tables summarize the operating results of discontinued operations (in thousands):

 

 

 

Three Months Ended June 30, 2014

 

Three Months Ended June 30, 2013

 

 

 

Venezuela

 

Contract
Water

Treatment
Business

 

Total

 

Venezuela

 

Canada

 

Contract
Water

Treatment
Business

 

Total

 

Revenue

 

$

 

$

 

$

 

$

 

$

13,630

 

$

1,438

 

$

15,068

 

Expenses and selling, general and administrative

 

121

 

104

 

225

 

81

 

10,771

 

760

 

11,612

 

Loss (recovery) attributable to expropriation and impairments

 

(16,563

)

 

(16,563

)

(228

)

3,924

 

 

3,696

 

Other (income) loss, net

 

(1,472

)

120

 

(1,352

)

 

478

 

(16

)

462

 

Provision for (benefit from) income taxes

 

 

(79

)

(79

)

 

179

 

225

 

404

 

Income (loss) from discontinued operations, net of tax

 

$

17,914

 

$

(145

)

$

17,769

 

$

147

 

$

(1,722

)

$

469

 

$

(1,106

)

 

 

 

Six Months Ended June 30, 2014

 

Six Months Ended June 30, 2013

 

 

 

Venezuela

 

Contract
Water

Treatment
Business

 

Total

 

Venezuela

 

Canada

 

Contract
Water

Treatment
Business

 

Total

 

Revenue

 

$

 

$

 

$

 

$

 

$

24,458

 

$

2,919

 

$

27,377

 

Expenses and selling, general and administrative

 

245

 

177

 

422

 

308

 

21,810

 

1,808

 

23,926

 

Loss (recovery) attributable to expropriation and impairments

 

(32,984

)

 

(32,984

)

(33,427

)

6,000

 

 

(27,427

)

Other (income) loss, net

 

(3,858

)

(27

)

(3,885

)

(2,592

)

512

 

(17

)

(2,097

)

Provision for (benefit from) income taxes

 

 

(49

)

(49

)

 

172

 

393

 

565

 

Income (loss) from discontinued operations, net of tax

 

$

36,597

 

$

(101

)

$

36,496

 

$

35,711

 

$

(4,036

)

$

735

 

$

32,410

 

 

The following table summarizes the balance sheet data for discontinued operations (in thousands):

 

 

 

June 30, 2014

 

December 31, 2013

 

 

 

Venezuela

 

Contract
Water

Treatment
Business

 

Total

 

Venezuela

 

Contract
Water

Treatment
Business

 

Total

 

Cash

 

$

70

 

$

 

$

70

 

$

74

 

$

 

$

74

 

Accounts receivable

 

1

 

166

 

167

 

1

 

287

 

288

 

Inventory

 

 

36

 

36

 

 

50

 

50

 

Other current assets

 

6

 

14

 

20

 

16

 

14

 

30

 

Total current assets associated with discontinued operations

 

77

 

216

 

293

 

91

 

351

 

442

 

Property, plant and equipment, net

 

 

319

 

319

 

 

560

 

560

 

Deferred tax assets

 

 

19,376

 

19,376

 

 

20,358

 

20,358

 

Total assets associated with discontinued operations

 

$

77

 

$

19,911

 

$

19,988

 

$

91

 

$

21,269

 

$

21,360

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

 

$

236

 

$

 

$

236

 

$

366

 

$

2

 

$

368

 

Accrued liabilities

 

1,271

 

708

 

1,979

 

1,998

 

867

 

2,865

 

Total current liabilities associated with discontinued operations

 

1,507

 

708

 

2,215

 

2,364

 

869

 

3,233

 

Other long-term liabilities

 

307

 

 

307

 

447

 

 

447

 

Total liabilities associated with discontinued operations

 

$

1,814

 

$

708

 

$

2,522

 

$

2,811

 

$

869

 

$

3,680