Discontinued Operations

12 Months Ended

Dec. 31, 2013

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

Discontinued Operations

In determining whether a group of assets to be disposed of should be presented as a discontinued operation, the Company determines whether such assets comprise a component of the Company, which includes an assessment as to whether it has historic operations and cash flows that can be clearly distinguished. The Company also determines whether the cash flows associated with the group of assets will be significantly eliminated from the ongoing operations of the Company as a result of the disposal transaction and whether the Company will have no significant continuing involvement in the operations of the disposed assets after the disposal transaction. If management believes these conditions exist, then the assets and liabilities and results of operations of the assets to be disposed, as well as any estimated gain or loss on the disposal transaction, are aggregated for presentation separately from the financial position and operating results of the Company's continuing operations.

For those businesses for which management has committed to a plan of sale, the business is valued at the lower of its carrying amount or estimated fair value less costs to sell. If the carrying amount of the business exceeds its estimated fair value, an impairment loss is recognized. Estimated fair value is determined using management estimates and entity-specific assumptions. Management considers historical experience and all available information at the time such estimates are made; however, the fair value that is ultimately recognized upon sale of the related business may differ from the estimated fair value as reflected in the consolidated financial statements. Depreciation and amortization expense is not recorded on assets of a business to be sold once that business has been classified as held for sale.

Globetec

In September 2012, the Company's board of directors approved a plan of sale for its Globetec business. Accordingly, Globetec's projects and assets are reflected as assets and liabilities of discontinued operations in the consolidated balance sheets for all periods presented, and Globetec's results of operations are presented as discontinued operations in the consolidated statements of operations for all periods presented. Effective August 31, 2013, the Company sold all of its membership interests in Globetec for nominal consideration and retained certain contingent assets, including two pre-closing intercompany loans of $2.0 million and $5.6 million, all of which remained outstanding as of December 31, 2013. The loans bear interest at 0.25% and 5% per annum, respectively, and mature on October 3, 2014, or earlier if Globetec collects certain amounts from its customers. The $5.6 million note has an option to extend the maturity by an additional year at an increased interest rate of 10% per annum. The sale agreement provided that the Company would retain certain contingent assets and liabilities of the Globetec business, which are reported in discontinued operations as set forth below.

The Company believes the notes receivable represent a variable interest in Globetec. The Company holds no power to control the activities of Globetec, owns no equity interests in Globetec and is not the primary beneficiary of the Globetec business. In addition to the loans described above, the Company has issued surety bonds, $15.9 million of which remained outstanding as of December 31, 2013 for projects that Globetec had completed as of December 31, 2013 or expects to complete before May 2014, for which the costs to complete are estimated to be $1 million as of December 31, 2013. The Company believes an insignificant amount is at risk under these surety bonds as of December 31, 2013. The Company is not obligated and does not intend to support Globetec in the future.

The following table contains a summary of assets and liabilities associated with Globetec (in millions). As of December 31, 2013, the assets and liabilities represent the values of the contingent assets and liabilities, as described above, that were retained by the Company.

	December 31,
	2013		2012
Current assets	$	2.3	$	18.6
Long-term assets	10.1		7.7
Assets of discontinued operations	$	12.4	$	26.3
Current liabilities of discontinued operations	$	1.2	$	10.7

The following table presents results from discontinued operations associated with Globetec for the periods indicated (in millions):

	For the Years Ended December 31,
	2013			2012			2011
Revenue	$	18.0		$	18.8		$	29.2
Loss from operations, before tax	(2.9		)	(7.0		)	(7.4		)
Loss on disposal and impairment charges, before tax	(6.0		)	(12.7		)	—
Benefit from income taxes	2.4			6.8			2.2
Net loss from discontinued operations	$	(6.5	)	$	(12.9	)	$	(5.2	)

DirectStar

In May 2012, Red Ventures exercised its option to acquire from the Company the equity interests in DirectStar, which provides marketing and sales services on behalf of DIRECTV®. The Company consummated the sale of DirectStar to Red Ventures in June 2012 for a net sale price of $98.9 million in cash. DirectStar is presented as a discontinued operation in the Company’s consolidated financial statements for all periods presented. Net income from discontinued operations for DirectStar totaled $3.7 million and $13.7 million for the years ended December 31, 2012 and 2011, respectively.