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Discontinued Operations
12 Months Ended
Dec. 31, 2019
Discontinued Operations And Disposal Groups [Abstract]  
Discontinued Operations

Note 3. Discontinued Operations

On February 6, 2018, the Company announced that its Board of Directors had unanimously approved the pursuit of a separation of its smart camera business “Arlo” from NETGEAR (the “Separation”) to be effected by way of initial public offering (“IPO”) and spin-off. On August 2, 2018, Arlo Technologies, Inc. (“Arlo”) and NETGEAR announced the pricing of Arlo's initial public offering (“IPO”) at a price to the public of $16.00 per share, subsequently listing on the New York Stock Exchange on August 3, 2018 under the symbol "ARLO". On August 7, Arlo completed the IPO and generated proceeds of approximately $170.2 million, net of offering costs, which Arlo used for its general corporate purposes. Upon completion of the IPO, Arlo common stock outstanding amounted to 74,247,000 shares, of which NETGEAR held 62,500,000 shares, representing approximately 84.2% of the outstanding shares of Arlo common stock. On December 31, 2018, NETGEAR completed the distribution of these 62,500,000 shares of common stock of Arlo (the “Distribution”). After the completion of the Distribution, NETGEAR no longer owns any shares of Arlo common stock. The Distribution took place by way of a pro rata common stock dividend to each NETGEAR stockholder of record on the record date of the Distribution, December 17, 2018, and NETGEAR stockholders received 1.980295 shares of Arlo common stock for every share of NETGEAR common stock held as of the record date.

Upon completion of the Distribution, the Company ceased to own a controlling financial interest in Arlo and Arlo's assets, liabilities, operating results and cash flows for all periods presented have been classified as discontinued operations within the Consolidated Financial Statements.

In connection with Arlo's Separation, the Company incurred Separation expense of $34.2 million since commencing in December 2017. Separation expense primarily consists of third-party advisory, consulting, legal and professional services, IT costs and employee bonuses directly related to the separation, as well as other items that are incremental and one-time in nature that are related to the separation. The majority of these costs are reflected in the Company's consolidated statement of operations as discontinued operations for all periods presented. In addition, in the third fiscal quarter of 2018, the Company contributed $70.0 million in cash to Arlo and provided for, among other things, the transfer from NETGEAR to Arlo of assets and the assumption by Arlo of liabilities comprising its

business effected through a master separation agreement between NETGEAR and Arlo. The master separation agreement governs the separation of Arlo's business from NETGEAR as well as various interim arrangements. In connection with these arrangements, during the third and fourth quarter of 2018, NETGEAR recorded a reduction to operating expenses of $6.3 million relating to the transition services, which are reflected in the Company's consolidated statement of operations as discontinued operations for the periods presented. In the third quarter of 2018, NETGEAR provided billing and collection services to Arlo in respect of its trade receivables and trade payments. As of December 31, 2018, NETGEAR had a net liability to Arlo of $12.2 million relating to these transition service, billing and collection services, and the net liability was classified within accounts payable on the consolidated balance sheets. The Company does not expect the amounts relating to such services to be material after the Distribution. Additionally, the Company entered into certain other agreements that provide a framework for the relationship between NETGEAR and Arlo after the separation, including a transition services agreement, a tax matters agreement, an employee matters agreement, an intellectual property rights cross-license agreement, and a registration rights agreement.

The financial results of Arlo through the Distribution date are presented as income (loss) from discontinued operations, net of tax, in the consolidated statements of operations. The following table presents financial results of Arlo:

 

 

 

Year Ended December 31,

 

 

 

2018

 

 

2017

 

 

 

(In thousands)

 

Net revenue

 

$

464,649

 

 

$

367,751

 

Cost of net revenue

 

 

372,843

 

 

 

279,425

 

Gross profit

 

 

91,806

 

 

 

88,326

 

Operating expenses:

 

 

 

 

 

 

 

 

Research and development

 

 

48,696

 

 

 

22,710

 

Sales and marketing

 

 

39,713

 

 

 

19,490

 

General and administrative

 

 

17,762

 

 

 

691

 

Separation expense

 

 

31,583

 

 

 

1,384

 

Litigation reserves, net

 

 

 

 

28

 

Total operating expenses

 

 

137,754

 

 

 

44,303

 

Income (loss) from operations of discontinued operations

 

 

(45,948

)

 

 

44,023

 

Interest income, net

 

 

1,239

 

 

 

Other income (expense), net

 

 

(41

)

 

 

467

 

Income (loss) from discontinued operations before income taxes

 

 

(44,750

)

 

 

44,490

 

Provision (benefit) for income taxes

 

 

(9,095

)

 

 

13,921

 

Income (loss) from discontinued operations, net of tax

 

$

(35,655

)

 

$

30,569