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Discontinued Operations
 12 Months Ended
May 31, 2016
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations
DISCONTINUED OPERATIONS
 
The Company continuously evaluates its portfolio of businesses for both impairment and economic viability, as well as for possible strategic dispositions. The Company monitors the expected cash proceeds to be realized from the disposition of discontinued operations’ assets, and adjusts asset values accordingly. As a result, the Company closed or sold several operations during fiscal 2015. All of these businesses are classified as discontinued operations in the Company’s Consolidated Financial Statements.

Educational Technology and Services Business

On May 29, 2015, the Company completed the sale of substantially all of the assets comprising the educational technology and services (“Ed Tech”) business for $575.0. The consideration received was $577.7, of which $34.5 was deposited in escrow for 18 months as security for potential indemnification and other obligations and $2.7 was received in estimated working capital adjustments. The sale included substantially all of the assets of the Ed Tech segment including, but not limited to, current assets, accounts receivable, tangible personal property, certain leases, inventory, business products (including related intellectual property), rights under transferred contracts, rights of action and all associated goodwill and other intangible assets associated with the transferred assets. The carrying value of the net assets sold was $123.7. In the third quarter of fiscal 2016, the working capital adjustments from the sale of the Ed Tech business were finalized, resulting in a payment to the purchaser of $2.9.
In connection with the sale of the Ed Tech business to the purchaser, the Company entered into a transition services agreement whereby the Company provides administrative, distribution and other services to the purchaser for a minimum of 6 months and up to a maximum of 24 months. Transition service fees under this agreement are recorded in continuing operations as a reduction to Selling, general and administrative expenses.

As of May 31, 2016, the Company had adequately fulfilled all service requirements under the transition services agreement and $24.6 had been released from Restricted cash held in escrow in accordance with a related escrow agreement between the purchaser and the Company. $4.9 of the remainder of the escrow is subject to release periodically over the next 2 months upon fulfillment of certain service levels under the transition services agreement. $5.0 of the remainder of the escrow is subject to release barring any disputes for breaches of representations and warranties within the next 6 months. All services under the transition services agreement will be terminated on August 1, 2016. The remaining escrow amounts are presented as Restricted cash held in escrow on the Consolidated Balance Sheets.

The transition services agreement provides for certain finance, accounting, information technology, supply chain, and other general services to facilitate the orderly transfer of the business operations to the purchaser. Fees and expenses related to the transition services agreement are not considered significant to the disposal transaction. As such, the operating results of the Ed Tech business, which were previously reported as the former Educational Technology and Services segment, have been reported as a component of discontinued operations in the Consolidated Statements of Operations for the periods presented. In addition, the assets and liabilities of the Ed Tech business are classified as discontinued operations in the Consolidated Balance Sheets for the periods presented.

All Other Discontinued Operations

During fiscal 2015, the Company completed a restructuring of the businesses comprising its former Media, Licensing and Advertising segment and discontinued a subscription-based print magazine business, the animation and audio production business, and the game console digital content business, all of which were previously reported in such segment. During fiscal 2016, the Company did not discontinue any operations.

The following table summarizes the operating results of the discontinued operations for the fiscal year ended May 31, 2016: 
 
Ed Tech
 
All Other
 
Total
Revenues
$
0.0

 
$
0.8

 
$
0.8

Operating costs and expenses
1.5

 
1.2

 
2.7

Interest income (expense)
—

 
0.1

 
0.1

Gain (loss) on sale (1)
(2.9
)
 
—

 
(2.9
)
Earnings (loss) before income taxes
$
(4.4
)
 
$
(0.3
)
 
$
(4.7
)
Provision (benefit) for income taxes
(1.1
)
 
(0.1
)
 
(1.2
)
Earnings (loss) from discontinued operations, net of tax
$
(3.3
)
 
$
(0.2
)
 
$
(3.5
)
(1) Gain (loss) on sale included the finalization of the working capital adjustments from the sale of the Ed Tech business, resulting in a payment to the purchaser of $2.9.

The following table summarizes the operating results of the discontinued operations for the fiscal year ended May 31, 2015: 
 
Ed Tech
 
All Other
 
Total
Revenues
$
217.4

 
$
11.7

 
$
229.1

Operating costs and expenses (1)
208.8

 
14.5

 
223.3

Interest income (expense)
—

 
0.1

 
0.1

Gain (loss) on sale
454.0

 
—

 
454.0

Earnings (loss) before income taxes
$
462.6

 
$
(2.7
)
 
$
459.9

Provision (benefit) for income taxes
181.8

 
(1.0
)
 
180.8

Earnings (loss) from discontinued operations, net of tax
$
280.8

 
$
(1.7
)
 
$
279.1

(1) Operating costs and expenses included costs related to unabsorbed overhead burden associated with the former educational technology and services business of $15.8.


The following table summarizes the operating results of the discontinued operations for the fiscal year ended May 31, 2014: 
 
Ed Tech
 
All Other
 
Total
Revenues
$
246.4

 
$
14.4

 
$
260.8

Operating costs and expenses (1)
193.0

 
15.0

 
208.0

Interest income (expense)
—

 
0.1

 
0.1

Earnings (loss) before income taxes
$
53.4

 
$
(0.5
)
 
$
52.9

Provision (benefit) for income taxes
22.0

 
(0.2
)
 
21.8

Earnings (loss) from discontinued operations, net of tax
$
31.4

 
$
(0.3
)
 
$
31.1

(1) Operating costs and expenses included costs related to unabsorbed overhead burden associated with the former educational technology and services business of $16.2.

The following table sets forth the assets and liabilities of the discontinued operations included in the Consolidated Balance Sheets of the Company as of May 31:
 
2016
 
2015
Accounts receivable, net
$
0.0

 
$
2.5

Inventories, net
—

 
0.1

Prepaid expenses and other current assets
0.5

 
0.5

Current assets of discontinued operations
$
0.5

 
$
3.1

 
 
 
 
Accounts payable
0.0

 
0.1

Accrued royalties
0.0

 
0.7

Deferred revenue
—

 
0.1

Other accrued expenses
1.2

 
13.2

Current liabilities of discontinued operations
$
1.2

 
$
14.1



Fiscal 2016 discontinued operations assets, liabilities, and results from operations relate to insignificant continuing cash flows from passive activities. Fiscal 2015 Other accrued expenses within the current liabilities of discontinued operations included $12.2 in payables for costs related to the sale of the Ed Tech business that had not been paid as of May 31, 2015. Those costs directly related to the discontinued operations of the Ed Tech business and were paid in fiscal 2016.