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Discontinued Operations
 9 Months Ended
Sep. 30, 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 was subject to post-closing working capital and other adjustments.  Upon the final resolution of the working capital and other adjustments in the second quarter of 2015, the Company returned $1,230 in cash to Motherson.

 

The Company also entered into short-term transition services agreements with Motherson substantially all of which concluded 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 $7,299 and $21,574 for the three and nine months ended September 30, 2015, respectively.  The Company had post-disposition purchases from the Wiring business acquired by Motherson of $242 and $583 for the three and nine months ended September 30, 2015, respectively.

 

The Company had post-disposition sales (for the period August 1, 2014 through September 30, 2014) to the Wiring business acquired by Motherson of $5,244 for the three and nine months ended September 30, 2014. The Company had post-disposition purchases from the Wiring business acquired by Motherson of $587 for the three and nine months ended September 30, 2014.

 

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

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended

 

Nine months ended

 

 

 

 

September 30,

 

September 30,

 

 

 

 
2015 

 
2014 

 
2015 

 
2014 

Net sales

 

 

$

 -

$
21,142 

$

 -

$
167,434 

Cost of goods sold (B)

 

 

 

 -

 
21,669 

 

 -

 
154,787 

Selling, general and administrative (B)

 

 

 

 -

 
2,048 

 

 -

 
12,645 

Interest expense, net

 

 

 

 -

 
43 

 

 -

 
69 

Other expense, net

 

 

 

 -

 
(147)

 

 -

 
(58)

Loss from operations of discontinued

 

 

 

 

 

 

operations before income taxes (A) (B)

 

 

 

 -

 
(2,471)

 

 -

 
(9)

Income tax benefit on discontinued operations

 -

 
911 

 

 -

 
95 

Income (loss) from discontinued operations, net of tax (C)

 -

 
(1,560)

 

 -

 
86 

 

 

 

 

 

 

 

 

 

 

 

Loss on disposal (C)

 

 

 
(118)

 
(4,263)

 
(230)

 
(6,160)

Income tax (provision) benefit on gain (loss) on disposal

 

 

 
5 

 
(2,285)

 
4 

 
(1,621)

Loss on disposal, net of tax

 

 

 
(113)

 
(6,548)

 
(226)

 
(7,781)

 

 

 

 

 

 

 

 

 

 

 

Loss from discontinued operations

 

 

$
(113)

$
(8,108)

$
(226)

$
(7,695)

 

 

 

(A)

The operations of the Wiring business were included only for the one and seven months ended July 31, 2014

as the sale was completed on August 1, 2014.

 

 

(B)

The assets and liabilities of the Wiring business were reclassified to held for sale effective May 26, 2014. Accordingly, depreciation and amortization for the Wiring assets were not recorded after that date.

 

 

 

 

 

 

 

 

 

 

 

 

 

(C)

 

 

 

Included in loss on disposal for the three months ended September 30, 2015 and 2014 were transaction costs of $94 and $377, respectively, and $192 and $1,274 for the nine months ended September 30, 2015 and 2014, respectively. The loss on disposal also includes a working capital and other adjustments of $24 and $38 for the three and nine months ended September 30, 2015, respectively.  In addition, the loss on disposal included $2,734 in previously deferred foreign currency translation for the three and nine months ended September 30, 2014.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months

 

Nine months

 

 

 

 

ended September 30,

 

ended September 30,

 

 

 

 
2014 

 
2014 

Depreciation and amortization

 

 

$

 -

$
2,111 

Capital expenditures

 

 

 
397 

 
1,238 

 

 

Pre-disposition intercompany sales to the Wiring business (for the period January 1, 2014 through July 31, 2014) were $2,158 and $17,448 for the three and nine months ended September 30, 2014, respectively. Pre-disposition intercompany purchases from the Wiring business were $481 and $4,025 for the three and nine months ended September 30, 2014, respectively.