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Business Divestiture
12 Months Ended
Dec. 31, 2022
Discontinued Operations and Disposal Groups [Abstract]  
Business Divestiture Business Divestiture
Sale of Ctrack South Africa Operations
On July 30, 2021, the Company completed the sale of Ctrack South Africa to an affiliate of Convergence Partners (“Convergence”), an investment management firm in South Africa. Net cash proceeds received were approximately $33.7 million, net of cash divested of $5.0 million. The Company placed in escrow approximately $3.3 million, which was released to the Company on July 30, 2022. The funds in escrow allowed for Convergence to submit claims that were deemed to be uninsured warranties as defined in the purchase agreement. Such funds in escrow were recorded as restricted cash on the Company’s consolidated balance sheet prior to their release.
The transaction was considered a deconsolidation of a subsidiary. Accordingly, upon the sale of Ctrack South Africa, the Company recognized a pre-tax gain of $5.3 million for the year ended December 31, 2021. Such gain was recognized as gain on the sale of Ctrack South Africa in the consolidated statement of operations during the year ended December 31, 2021 The Company also recorded $2.2 million of transaction costs within other income (expense), net, in the consolidated results of operations for the year ended December 31, 2021.
The carrying values of the assets and liabilities of Ctrack South Africa sold in the transaction as of July 30, 2021, are summarized below:
(in thousands)
Assets:
Cash and cash equivalents$5,040 
Accounts receivable, net3,505 
Inventory 3,821 
Prepaid expenses and other 370 
Property, plant and equipment, net4,545 
Rental assets, net2,448 
Intangible assets, net11,278 
Goodwill 10,734 
Total assets41,741 
Accounts payable3,961 
Accrued expenses and other liabilities1,107 
Deferred tax liabilities, net3,647 
Other long-term liabilities 746 
Total liabilities9,461 
Net assets $32,280 
Total consideration recognized was comprised of the following:
(in thousands)
Initial purchase consideration received, upon close$36,566 
Working capital adjustments (a)
2,584 
Total consideration recognized $39,150 
(a) $2.2 million was received on October 29, 2021, and the remaining $0.4 million was offset with the Company’s existing accounts payable balance to Convergence.
Net gain on sale is comprised of the following:
(in thousands)
Total consideration recognized$39,150 
Less: Book value of net assets sold 32,280 
Less: Release of cumulative foreign currency translation adjustments related to Ctrack South Africa1,608 
Net gain on sale $5,262