ASSETS HELD FOR SALE

In April 2019, Bay Area Manufacturing, Inc., a non-regulated subsidiary of Avista Corp., entered into a definitive agreement to sell its interest in METALfx to an independent third party. The transaction is a stock sale for a total cash purchase price of $17.5 million plus cash on-hand, subject to customary closing adjustments. The transaction closed on April 18, 2019, and as of that date the Company has no further involvement with METALfx.

The purchase price of $17.5 million, as adjusted, was divided among the security holders of METALfx, including the minority shareholder, pro rata based on ownership (Avista Corp. owned 89.2 percent of the equity of METALfx). $1.2 million (7 percent of the purchase price) will be held in escrow for 24 months from the closing of the transaction to satisfy certain indemnification obligations under the purchase agreement.

When all escrow amounts are released, based on preliminary estimates, the sales transaction is expected to provide cash proceeds to Avista Corp., net of payments to the minority holder, contractually obligated compensation payments and other transaction expenses, of $16.6 million and result in a net gain after-tax of $2.4 million. The Company expects to receive the full amount of its portion of the escrow accounts; therefore, the full amounts are included in the gain calculation.

Prior to the completion of the sales transaction, METALfx was not a reportable business segment and was included in other in the business segment footnote at Note 16. As of March 31, 2019, the assets of METALfx met the criteria for held for sale presentation; however, this transaction does not meet the criteria for discontinued operations as it does not represent a strategic shift that will have a major effect on the Company's ongoing operations. The Company elected to present the required held for sale information below, rather than modifying the Condensed Consolidated Balance Sheet. The major classes of assets and liabilities that were held for sale as of March 31, 2019 were as follows (dollars in thousands):



	March 31, 2019
Assets:
Current Assets:
Cash and cash equivalents	$	1,026
Accounts and notes receivable-less allowances of $5	3,048
Materials and supplies	2,922
Other current assets	159
Total current assets	7,155
Goodwill	5,247
Deferred income taxes (1)	1,598
Other property and investments-net and other non-current assets	1,874
Total assets	$	15,874
Liabilities:
Current Liabilities:
Accounts payable	$	760
Other current liabilities	901
Total current liabilities	1,661
Other non-current liabilities	152
Total liabilities	$	1,813


(1)	On a standalone basis, METALfx has a deferred tax asset; however, on a consolidated basis, Avista Corp. has a net deferred tax liability which does not include the deferred tax asset above.