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ACQUISITIONS AND DISPOSITIONS
6 Months Ended
Jun. 30, 2021
ACQUISITIONS AND DISPOSITIONS  
ACQUISITIONS AND DISPOSITIONS

6. ACQUISITIONS AND DISPOSITIONS

US Telecom

 

Acquisition of Alaska Communications

See Note 15 to the Unaudited Condensed Consolidated Financial Statements included in this Report for a description of the Company’s acquisition of Alaska Communications.

Renewable Energy

Disposition of International Solar Business

In January 2021, the Company completed the sale of 67% of the outstanding equity in its business that owns and operates distributed generation solar power projects operated under the Vibrant name in India (the “Vibrant Transaction”). The post-sale results of the Company’s ownership interest in Vibrant are recorded through the equity method of accounting within the Corporate and Other operating segment. As such, the Company’s consolidated financial statements do not include revenue and operating expenses from Vibrant, but instead, “other income (expense)” within the Corporate and Other operating segment includes the Company’s share of Vibrant’s profits or losses. The Company will continue to present the historical results of its Renewable Energy segment for comparative purposes.

The table below identifies the assets and liabilities transferred (in thousands):

Consideration Received

$

35,218

Assets and liabilities disposed

Current assets

4,899

Property, plant and equipment

45,891

Other assets

439

Current liabilities

(759)

Net assets disposed

$

50,470

Consideration less net assets disposed

(15,252)

Foreign currency losses reclassified from accumulated other comprehensive income

6,258

Loss on sale

21,510

Transaction costs

1,283

Loss on sale including transaction costs

$

(22,793)

The Company reported a loss on sale of $21.5 million during the year ended December 31, 2020 due to the Vibrant Transaction and the assets and liabilities subject to the Vibrant Transaction were reported as held for sale at December 31, 2020. The Company recorded transaction costs of $1.3 million on the Vibrant Transaction, of which $0.7 million was recorded during the year ended December 31, 2020 and $0.6 million was recorded during the six months ended June 30, 2021. The consideration received includes $19.5 million of cash and $3.9 million of receivables related to the amounts held in escrow and earn out consideration. The Company has recorded $11.8 million pursuant to an equity method investment with respect to its remaining 33% ownership interest in Vibrant. The Company is finalizing working capital adjustments and the purchase price escrow will be held in escrow for a period of 12 months after the

closing to secure the Company’s indemnification obligations. During the six months ended June 20, 2021, the Company recorded additional losses of $0.7 million related the ongoing working capital assessment. The Company has 24 months after the close of the transaction to satisfy the conditions necessary to receive the earn-out consideration.

The Vibrant Transaction does not qualify as discontinued operations because the disposition was not a strategic shift which will have a major effect on the Company’s operations, and as a result, the historical results and financial position of the operations are presented within continuing operations.