XML 37 R23.htm IDEA: XBRL DOCUMENT v3.20.2
Business Acquisitions and Dispositions
9 Months Ended
Sep. 30, 2020
Business Combinations [Abstract]  
Business Acquisitions and Dispositions

13. Business Acquisitions and Dispositions

Dispositions

On June 1, 2020, the Company sold its 51% interest in Crawford Compliance Inc. to a third party in exchange for a note receivable. The Company recognized a loss on the disposal of this entity of $912,000 in 2020. The results of Crawford Compliance Inc. were not material to the Company.

On June 12, 2020, the Company sold its 51% interest in Lloyd Warwick International (“LWI”) to a third party for cash proceeds of $19,600,000 and payment of $3,600,000 to settle intercompany indebtedness. The Company recognized an additional $700,000 related to net working capital adjustments under the terms of the acquisition agreement, which increased the purchase price to $20,300,000. Due to the Company’s two-month reporting lag for reporting its international results, this disposition was recorded in the quarter ended September 30, 2020. The net working capital adjustment of $700,000 is included in "Prepaid expenses and other current assets on the Company's unaudited Condensed Consolidated Balance Sheets as of September 30, 2020. The Company recognized a total gain of $14,700,000 ($11,700,000 net of tax) on the disposition in the quarter ended September 30, 2020.

Acquisitions

On July 21, 2020, the Company acquired the remaining 15% membership interests of WeGoLook, LLC for $310,000. The Company accounted for this subsequent acquisition as an equity transaction in accordance with ASC 810-10, “Consolidation”. The non-compete agreements with the former minority members were terminated under the terms of the purchase agreement. As a result, the Company recognized $1,100,000 of accelerated amortization on the non-compete agreement in the third quarter of 2020.