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DISCONTINUED OPERATIONS - SALE OF U.S. RETAIL WIRELESS BUSINESS
 12 Months Ended
Dec. 31, 2014
DISCONTINUED OPERATIONS - SALE OF U.S. RETAIL WIRELESS BUSINESS  
DISCONTINUED OPERATIONS - SALE OF U.S. RETAIL WIRELESS BUSINESS

 

4. DISCONTINUED OPERATIONS—SALE OF U.S. RETAIL WIRELESS BUSINESS

        On September 20, 2013, the Federal Communications Commission announced its approval of the previously announced proposed sale of the Company's U.S. retail wireless business operated under the Alltel name to AT&T Mobility LLC for approximately $780.0 million in cash plus $16.8 million in working capital. The Company previously reported the operations of this business within its U.S. Wireless segment. As a result of that approval, the Company completed the sale of certain U.S. retail wireless assets on that date and recorded a gain in 2013 of approximately $307.1 million calculated as follows (in thousands):

                                                                                                                                                                                    

Proceeds:

 

 

 

 

 

 

 

Received

 

 

 

 

$
702,000

 

Escrowed

 

 

 

 

 
78,000

 

Working capital

 

 

 

 

 
16,828

 

​

​

​

​

​

​  

​  

​

Adjusted proceeds

 

 

 

 

 
796,828

 

Less: Net assets sold or impaired:

 

 

 

 

 

 

 

Assets sold or impaired:

 

 


 

 

 


 

 

Current assets

 

 
51,597

 

 

 

 

Property, plant and equipment, net

 

 
190,970

 

 

 

 

Telecommunications licenses

 

 
50,553

 

 

 

 

Other intangible assets

 

 
37,434

 

 

 

 

Other assets

 

 
13,202

 

 

 

 

Liabilities sold:

 

 


 

 

 


 

 

Current liabilities

 

 
(40,674

)

 

 

 

Other liabilities

 

 
(22,796

)

 

 

 

​

​

​  

​  

​

​

​

​

Net assets sold or impaired

 

 

 

 

 
280,286

 

Less: Transaction related costs

 

 

 

 

 
(13,517


)

​

​

​

​

​

​  

​  

​

Pre-tax gain

 

 

 

 

 
503,025

 

Less: Income taxes at effective rate

 

 

 

 

 
195,923

 

​

​

​

​

​

​  

​  

​

Net gain on sale

 

 

 

 

$
307,102

 

​

​

​

​

​

​  

​  

​

​

​

​

​

​

​  

​  

​  

        During 2014, the Company recognized an additional $1.1 of gain relating to changes in certain estimates.

        The $796.8 million in cash proceeds included $78.0 million of cash held in a general indemnity escrow account. The Company recorded the $78.0 million as restricted cash on its December 31, 2013 balance sheet with $39.0 million classified as a current asset and the remaining $39.0 million classified as long-term based on the timing of the expected cash proceeds. Subject to the terms and conditions of the purchase agreement governing the sale between AT&T Mobility LLC and the Company, $39.0 million was released to the Company during 2014 with the remaining $39.0 million to be released in March 2015. As of December 31, 2014, the Company has recorded the $39.0 million of restricted cash, due to be released to the Company in 2015, as a current asset.

        The Alltel trade name was not sold to AT&T Mobility LLC. Due to trade name assignment restrictions, and no planned use through continuing operations, the trade name was fully impaired. As a result, an impairment of $11.9 million was recorded as a part of the disposal and included in the 2013 net gain calculation.

        Upon the sale, the Company recorded $28.9 million for the minority shareholders' interests in the sold operation which was based on the estimated final distribution to the minority shareholders. In 2013 and 2014, $18.9 million and $5.8 million, respectively, was distributed to minority shareholders. The Company has included $10.0 million and $4.5 million in non-controlling interests on its December 31, 2013 and 2014 balance sheet, respectively.

        The Company has reclassified the assets, which include prepayments and other current assets, and liabilities, which include accounts payable and accrued liabilities, of its Alltel operations to assets of discontinued operations and liabilities of discontinued operations within its December 31, 2013 and December 31, 2014 balance sheets.

        Revenues and income from discontinued operations related to the Alltel business for the years ended December 31, 2012 and 2013 were as follows (in thousands):

                                                                                                                                                                                    

 

 

Year Ended
December 31,

 

 

 

2012

 

2013

 

Revenue from discontinued operations

 

$
464,382 

 

$
299,519 

 

Income from discontinued operations, net of tax expense (benefit) of $13,816 and $2,512 respectively

 

 
29,202 

 

 
5,166