In December 2023, the Company’s Board of Directors committed to a plan, and the Company entered into a definitive agreement with AAR, to sell Product Support for cash proceeds of $725,000 subject to adjustments related to the closing balance sheet and certain transaction expenses. This transaction closed on March 1, 2024, and the Company recognized a gain of approximately $548,250, net of transaction costs and certain other purchase price adjustments. The gain is included within discontinued operations on the accompanying consolidated statement of operations. Product Support companies provide aftermarket maintenance, repair, and overhaul solutions for commercial, regional and military aircraft. As a result of this transaction, effective in the third quarter of fiscal 2024, we classified our results of operations for all periods presented to reflect Product Support as discontinued operations and classified the assets and liabilities of this disposal group as held for sale on the accompanying consolidated balance sheet as of March 31, 2023. Under the terms of the purchase agreement, we will continue to guarantee the performance of certain of the divested legal entities pursuant to pre-existing performance guarantee agreements covering existing contracts with specific customers that are expected to be fully satisfied within the next twelve months. There is no limitation to the maximum potential future liabilities under these guarantee agreements; however, we are fully indemnified by the buyer, AAR, against such losses that may arise from their failure to perform under the related contracts. The Company has also indemnified the buyer for a period of three years from the date of the transaction on product liability or warranty claims related to Product Support products and operations prior to the transaction date to the extent exceeding an aggregate amount of $1,000. Other than these guarantees, a short-term transition services agreement, commercial purchases and sales which are not significant and are entered into in the ordinary course of business, and other customary short-term transitional activities, the Company will have no further continuing involvement with Product Support.

The following table shows the results of Product Support within discontinued operations for each of the periods presented:


	Year ended March 31,
	2024			2023		2022
Major line items constituting pretax income of discontinued operations
Net sales	$	240,954		$	248,566	$	197,238
Operating costs and expenses:
Cost of sales (exclusive of depreciation shown separately below)		184,304			181,717		144,426
Selling, general and administrative		20,246			19,343		17,815
Depreciation and amortization		3,625			3,322		4,126
Restructuring		—			1,777		74
Gain on sale of discontinued operations, net of transaction costs		(548,250	)		—		—
		(340,075	)		206,159		166,441
Operating income		581,029			42,407		30,797
Interest expense and other, net		22,390			22,503		22,781
Income from discontinued operations before income taxes		558,639			19,904		8,016
Income tax expense		11,788			2,728		397
Income from discontinued operations	$	546,851		$	17,176	$	7,619

The Company's accounting policy to allocate to discontinued operations other consolidated interest that is not directly attributable to or related to other operations of the entity based on the ratio of net assets to be sold or discontinued less debt that is required to be paid as a result of the disposal transaction to the sum of total net assets of the consolidated group plus consolidated debt, adjusted for debt that will be assumed by the buyer; debt that is required to be paid as a result of the disposal transaction; and debt that can be directly attributed to other operations of the entity. In applying the above policy, the Company allocated interest expense to discontinued operations of approximately $21,857, $21,619, and $22,646 in the years ended March 31, 2024, 2023, and 2022, respectively.


	March 31,
	2023
ASSETS
Carrying amount of major classes of assets included as part of discontinued operations:
Trade and other receivables, less allowance for credit losses of $2,905	$	40,659
Contract assets		16,287
Inventory, net		80,161
Prepaid expenses and other current assets		2,989
Property and equipment, net		28,178
Other, net		2,488
Total assets of the disposal group classified as held-for-sale in the statement of financial position	$	170,762
LIABILITIES
Carrying amount of major classes of liabilities included as part of discontinued operations:
Accounts payable	$	24,357
Contract liabilities		387
Accrued expenses		9,669
Other noncurrent liabilities		65
Total liabilities of the disposal group classified as held-for-sale in the statement of financial position	$	34,478

The accompanying consolidated statements of cash flows do not present cash flows from discontinued operations separately from cash flows from continuing operations. Capital expenditures and other operating and investing noncash items of the discontinued operations for the years ended March 31, 2024, 2023, and 2022, were immaterial.

In January 2022, the Company’s Board of Directors committed to a plan to sell its manufacturing operations located in Stuart, Florida. In February 2022, the Company entered into a definitive agreement with the buyer of these manufacturing operations. This transaction closed in July 2022. The Company recognized a gain of approximately $96,800, net of transaction costs in fiscal year 2023, which is presented on the accompanying consolidated statements of operations within loss (gain) on sale of assets and businesses for the year ended March 31, 2023. In the year ended March 31, 2024, the Company paid $6,800 to the buyer of the Stuart manufacturing operations and recognized a loss of approximately $3,900 due to the resolution of claims by the buyer related to the accounts payable representation and warranty under the purchase agreement and the finalization of certain

purchase price adjustments related to the transferred working capital of the divested operations. Additionally, in the year ended March 31, 2024, the Company recognized a loss on sale of approximately $8,300 related to an adjustment that would have reduced the fiscal 2023 gain on sale. Other claims for indemnification with the Buyer of the Stuart facility (refer to Note 17) remain outstanding. The operating results of the Stuart, Florida, manufacturing operations are included within the Interiors reportable segment through the date of divestiture.

In May 2020, the Company’s Board of Directors committed to a plan to sell its composites manufacturing operations located in Milledgeville, Georgia and Rayong, Thailand. In August 2020, the Company entered into a definitive agreement with the buyer of the composites manufacturing operations in Georgia and Thailand. In February 2021, the Company entered into a definitive agreement to sell its large structure manufacturing operations in Red Oak, Texas, to the same buyer of the Milledgeville and Rayong composites manufacturing operations. These transactions closed in May 2021. Upon the completion of the sale of the composites and large structure manufacturing operations, the Company received proceeds of approximately $155,000 net of the purchase of a facility related to the divestiture and other transaction costs and recognized a loss of approximately $6,000, which is presented on the accompanying consolidated statements of operations within loss (gain) on sale of assets and businesses for the year ended March 31, 2022. The operating results of these related operations are included within the Interiors segment through the date of divestiture. As disclosed in Note 15, as a result of the completed sale of these manufacturing operations, the Company recognized a curtailment loss of approximately $16,000 during the year ended March 31, 2022.

In August 2021, the Company’s Board of Directors committed to a plan to sell and license certain legacy product lines of the Company’s Staverton, United Kingdom operations. The transaction included the existing facility and select product lines associated with the site. The transaction closed in October 2021 for net proceeds of approximately $34,000, and the effect on earnings was insignificant. The operating results of the Staverton, United Kingdom, manufacturing operations were included within the Systems & Support reportable segment through the date of divestiture.

As a result of the fiscal 2022 divestitures described above, including routine closing working capital adjustments, the Company recognized total losses of approximately $9,300 in the year ended March 31, 2022.