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DISCONTINUED OPERATIONS | 3 Months Ended
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Mar. 31, 2023
DISCONTINUED OPERATIONS |
DISCONTINUED OPERATIONS | NOTE C – DISCONTINUED OPERATIONS ​ On February 28, 2023, the Company sold FleetNet, an indirect wholly owned subsidiary of the Company, for an aggregate cash purchase price of $101.1 million, subject to certain tax and other customary adjustments and recorded a pre-tax gain on sale of $69.1 million, or $51.4 million, net of tax. FleetNet provided roadside repair solutions and vehicle maintenance management services for commercial and private fleets through a network of third-party service providers. The financial results of FleetNet have been accounted for as discontinued operations for all periods presented. The sale of FleetNet allows the Company to focus on growing its continuing operations, as FleetNet was no longer core to the Company’s growth initiatives. ​ The following table summarizes the financial results from discontinued operations: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Three Months Ended March 31 | ​
​ | ​ | 2023 | ​ | 2022 |
​ | ​ | (in thousands) | ​
Revenues | ​ | $ | 55,929 | ​ | $ | 66,983 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Operating expenses | ​ | ​ | ​ | ​ | ​ | ​ | ​
Gain on sale of business(1) | ​ | ​ | (69,083) | ​ | ​ | — | ​
Other | ​ | ​ | 54,623 | ​ | ​ | 64,998 | ​
​ | ​ | ​ | (14,460) | ​ | ​ | 64,998 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Operating income | ​ | ​ | 70,389 | ​ | ​ | 1,985 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Other income, net(2) | ​ | ​ | 17 | ​ | ​ | 8 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Income from discontinued operations before income taxes | ​ | ​ | 70,406 | ​ | ​ | 1,993 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Income tax provision | ​ | ​ | 17,970 | ​ | ​ | 432 | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Income from discontinued operations, net of tax | ​ | $ | 52,436 | ​ | $ | 1,561 | ​
(1) | Includes estimated transaction costs of $4.4 million consisting of consulting fees, professional fees, and employee-related expenses.
(2) | Includes interest expense, which is immaterial for the three months ended March 31, 2023 and 2022.
​ The following table summarizes the assets and liabilities from discontinued operations: ​
​ | ​ | ​ | ​ | ​
​ | ​ | December 31, 2022 | ​
​ | ​ | (in thousands) | ​
Cash and cash equivalents | ​ | $ | 108 | ​
Accounts receivable, net | ​ | ​ | 63,022 | ​
Other current assets | ​ | ​ | 1,606 | ​
Total current assets of discontinued operations | ​ | $ | 64,736 | ​
​ | ​ | ​ | ​ | ​
Property, plant and equipment, net | ​ | ​ | 10,350 | ​
Goodwill | ​ | ​ | 630 | ​
Intangible assets, net | ​ | ​ | 63 | ​
Other long-term assets | ​ | ​ | 54 | ​
Total long-term assets of discontinued operations | ​ | $ | 11,097 | ​
​ | ​ | ​ | ​ | ​
Accounts payable | ​ | ​ | 47,687 | ​
Income taxes payable | ​ | ​ | 613 | ​
Accrued expenses | ​ | ​ | 3,365 | ​
Total current liabilities of discontinued operations | ​ | $ | 51,665 | ​
​ | ​ | ​ | ​ | ​
Deferred tax liability | ​ | ​ | 781 | ​
Total long-term liabilities of discontinued operations | ​ | $ | 781 | ​
​ Cash flows from discontinued operations of FleetNet were as follows: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Three Months Ended March 31
​ |  | 2023 |  | 2022
​ | ​ | (in thousands)
Net cash provided by (used in) operating activities(1) | ​ | $ | 762 | ​ | $ | (749)
Net cash used in investing activities(2) | ​ | ​ | (398) | ​ | ​ | (1,062)
Net cash provided by (used in) financing activities | ​ | ​ | (472) | ​ | ​ | 1,867
Net increase (decrease) in cash and cash equivalents | ​ | $ | (108) | ​ | $ | 56
(1) | Includes depreciation and amortization expense of $0.4 million for the three-month periods ended March 31, 2023 and 2022. Also includes share-based compensation expense for the three months ended March 31, 2023 of $0.3 million, which is included in the “Pre-tax gain on sale of discontinued operations” line of the consolidated statements of cash flows.
(2) | Includes purchases of property, plant and equipment of $0.1 million and $0.7 million for the three months ended March 31, 2023 and 2022, respectively.
​

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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 https://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 https://asc.fasb.org/subtopic&trid=2122178 + Details
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