XML 22 R12.htm IDEA: XBRL DOCUMENT v3.22.2.2
Discontinued Operations
9 Months Ended
Sep. 30, 2022
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations Discontinued Operations
Separation of Fabrication Technology Business

On April 4, 2022, the Company completed the Separation of its fabrication technology business into an independent, publicly traded company: ESAB, a global organization that develops, manufactures and supplies consumable welding and cutting products and equipment, as well as gas control equipment, into diversified end markets such as medical and alternative energy. The spin-off was effected through a pro-rata distribution of 90% of the 60,034,311 outstanding common shares of ESAB to Enovis stockholders of record at the close of business on March 22, 2022 (the “Record Date”). Enovis stockholders received one share of ESAB for every three shares of Enovis stock they owned on the Record Date.

The carrying value of the assets and liabilities of the Company’s former fabrication technology business’ discontinued operations, other contributed legal entities, discontinued operations containing asbestos, and certain pension assets and liabilities, as of December 31, 2021 were as follows:

December 31, 2021
ASSETS(in thousands)
Cash and cash equivalents$39,118 
Trade receivables, net383,742 
Inventories, net420,062 
Prepaid expenses52,140 
Other current assets61,552 
Total current assets associated with discontinued operations956,614 
Property, plant and equipment, net286,278 
Goodwill1,533,037 
Other intangibles, net521,434 
Lease asset - right of use107,944 
Other assets289,356 
Total assets associated with discontinued operations(1)
$3,694,663 
LIABILITIES
Current portion of long-term debt$613 
Accounts payable348,965 
Accrued liabilities285,706 
Total current liabilities associated with discontinued operations635,284 
Long-term debt, less current portion54 
Non-current lease liability88,777 
Deferred tax liabilities116,198 
Other liabilities368,533 
Total liabilities associated with discontinued operations(1)
$1,208,846 
(1) Total assets and liabilities include asbestos-related contingencies and insurance coverages previously reported as discontinued operations. See Asbestos Contingencies section below for more information.
The financial results of the discontinued operations for the three and nine months ended September 30, 2022 and October 1, 2021 include the fabrication technology business through the date of Separation and separation-related costs incurred and are presented as income from discontinued operations, net of income taxes, on the Company’s Consolidated Statements of Operations. The following table presents the financial results of the Company’s discontinued operations:

Three Months EndedNine Months Ended
September 30, 2022October 1, 2021September 30, 2022October 1, 2021
(in thousands)
Net sales$— $605,968 $647,911 $1,803,900 
Cost of sales— 398,973 423,580 1,178,719 
Selling, general and administrative expense527 124,313 175,191 382,037 
Restructuring and other charges— 4,227 5,304 10,790 
Operating income (loss)(527)78,455 43,836 232,354 
Interest expense— 9,417 8,035 34,254 
Pension settlement gain— — — (11,208)
Income (loss) from discontinued operations before income taxes(527)69,038 35,801 209,308 
Income tax expense— 28,603 25,638 44,950 
Income (loss) from discontinued operations, net of taxes$(527)$40,435 $10,163 $164,358 

Total income attributable to noncontrolling interest related to ESAB, net of taxes was $1.0 million for the nine months ended September 30, 2022, and $0.8 million and $2.4 million for the three and nine months ended October 1, 2021, respectively.

Cash used in operating activities related to discontinued operations for the nine months ended September 30, 2022 was $31.9 million. Cash provided by operating activities related to discontinued operations for the nine months ended October 1, 2021 was $198.8 million. Cash used in investing activities related to discontinued operations for the nine months ended September 30, 2022 and October 1, 2021 was $3.2 million and $22.7 million, respectively.

Asbestos Contingencies

The Company retained certain asbestos-related contingencies and insurance coverages from its previously divested businesses for which it did not retain an interest in the ongoing operations except for the contingencies. The net costs and cash flows associated with these contingencies and coverages were reported by the Company as discontinued operations. In conjunction with the Separation, all asbestos-related contingencies and insurance coverages from its divested businesses were transferred fully to ESAB. The Company has classified asbestos-related selling, general and administrative activity through the the date of Separation in its Condensed Consolidated Statements of Operations as part of Loss from discontinued operations, net of taxes. Subsequent to the Separation, the asbestos-related selling, general and administrative activity and asbestos assets and liabilities are no longer reflected in the Enovis financial statements.