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Discontinued Operations
 3 Months Ended
Mar. 31, 2015
Discontinued Operations [Abstract]  
Discontinued Operations

(3) Discontinued Operations

 

Wiring Business

 

On May 26, 2014, the Company entered into an asset purchase agreement to sell substantially all of the assets and liabilities of the former Wiring segment to Motherson Sumi Systems Ltd., an India-based manufacturer of diversified products for the global automotive industry and a limited company incorporated under the laws of the Republic of India, and MSSL (GB) LIMITED, a limited company incorporated under the laws of the United Kingdom (collectively, “Motherson”), for $65,700 in cash and the assumption of certain related liabilities of the Wiring business. 

 

On August 1, 2014, the Company completed the sale of substantially all of the assets and liabilities of its Wiring business to Motherson for $71,386 in cash that consisted of the stated purchase price and estimated working capital on the closing date.  The final purchase price is subject to post-closing working capital and other adjustments,  which impacts the loss on disposal recorded in discontinued operations. The disputed items regarding the working capital and other adjustments that have not been amicably resolved between the Company and Motherson are being determined by an independent accountant in accordance with the asset purchase agreement, the resolution of which is expected to occur in the second quarter of 2015.

 

The Company also entered into short-term transition services agreements with Motherson expected to conclude in the second quarter of 2015 associated with information systems, accounting, administrative, occupancy and support services as well as contract manufacturing and production support in Estonia.

 

The Company had post-disposition sales to the Wiring business acquired by Motherson of $7,228 for the three months ended March 31, 2015. Post-disposition purchases by the Company from the Wiring business acquired by Motherson were $168 for the three months ended March 31, 2015.

 

 

 

The following tables display summarized activity in our condensed consolidated statements of operations for discontinued operations related to the Wiring business.

 

 

 

 

 

 

 

 

Three months ended March 31

 

 

 
2015 

 
2014 

Net sales

 

 

$

 -

$
75,059 

Cost of goods sold

 

 

 

 -

 
68,407 

Selling, general and administrative

 

 

 

 -

 
5,370 

Interest expense, net

 

 

 

 -

 
11 

Other expense, net

 

 

 

 -

 
31 

Income from operations of discontinued

 

 

operations before income taxes (A)

 

 

 

 -

 
1,240 

Income tax provision on discontinued operations

 -

 
(187)

Income from discontinued operations, net of tax (C)

 -

 
1,053 

 

 

 

 

 

 

 

Loss on disposal (B)

 

 

 
(178)

 
(148)

Income tax benefit on loss on disposal

 

 

 
10 

 
52 

Loss on disposal, net of tax

 

 

 
(168)

 
(96)

 

 

 

 

 

 

 

Income (loss) from discontinued operations

 

 

$
(168)

$
957 

 

 

 

(A)

The operations of the Wiring business were included only for the three months ended March 31, 2014

as the sale was completed on August 1, 2014.

 

 

 

 

46 and $148, respectively, and working capital adjustment of $132 for the three months ended March 31,

 

 

 

(B)

 

 

 

(C)

 

Included in loss on disposal for the three months ended March 31, 2015 and 2014 were transaction costs of

$46 and $148, respectively, and a working capital adjustment of $132 for the three months ended March 31,

2015.

 

Management fees, which had been reported in the Wiring business in prior periods, of $1,858 for the three

months ended March 31, 2014 have been excluded as they were not directly attributable to the business.

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended March 31, 2014

 

 

 

 

Depreciation and amortization

 

 

$
1,255 

Capital expenditures

 

 

 
479 

 

Intercompany sales to the Wiring business were $7,780 for the three months ended March 31, 2014. Intercompany purchases from the Wiring business were $1,875 for the three months ended March 31, 2014.