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DISCONTINUED OPERATIONS
9 Months Ended
Apr. 02, 2023
Discontinued Operations and Disposal Groups [Abstract]  
DISCONTINUED OPERATIONS
3.
DISCONTINUED OPERATIONS

On September 2, 2022, the Company sold its NauticStar business to certain affiliates of Iconic Marine Group, LLC ("Purchaser"). Pursuant to the terms of the purchase agreement, substantially all of the assets of NauticStar were sold, including, among other things, all of the issued and outstanding membership interests in its wholly-owned subsidiary NS Transport, LLC, all owned real property, equipment, inventory, intellectual property and accounts receivable, and the Purchaser assumed substantially all of the liabilities of NauticStar, including, among other things, product liability and warranty claims.

In conjunction with the purchase agreement, the Company entered into a joint employer services agreement and a transition services agreement, which provide certain services to the Purchaser for various periods of time after the sale. Both agreements ended during the second quarter of fiscal 2023. These agreements did not a have a material impact on expenditures, earnings, nor cash flows during the three and nine months ended April 2, 2023.

Further, the Company entered into the Second Amendment to the Credit Agreement as described further in Note 9 related to waivers of restrictions within the Credit Agreement, as amended, on the sale of assets.

During the nine months ended April 2, 2023, the Company recognized a $22.5 million loss on sale, subject to further changes based upon a customary working capital adjustment. Furthermore, assets and liabilities retained, primarily related to certain claims, are subject to change, with activity after the date of sale being recorded as discontinued operations.

The following table summarizes the operating results of discontinued operations for the following periods:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

April 3,

 

 

April 2,

 

 

April 3,

 

 

 

2022

 

 

2023

 

 

2022

 

NET SALES

 

$

17,392

 

 

$

7,767

 

 

$

45,817

 

COST OF SALES

 

 

19,433

 

 

 

9,732

 

 

 

49,481

 

GROSS LOSS

 

 

(2,041

)

 

 

(1,965

)

 

 

(3,664

)

OPERATING EXPENSES:

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

 

1,578

 

 

 

2,639

 

 

 

4,322

 

Amortization of other intangible assets

 

 

498

 

 

 

 

 

 

1,533

 

Total operating expenses

 

 

2,076

 

 

 

2,639

 

 

 

5,855

 

OPERATING LOSS

 

 

(4,117

)

 

 

(4,604

)

 

 

(9,519

)

Loss on sale of discontinued operations

 

 

 

 

 

22,487

 

 

 

 

LOSS BEFORE INCOME TAX BENEFIT

 

 

(4,117

)

 

 

(27,091

)

 

 

(9,519

)

INCOME TAX BENEFIT

 

 

746

 

 

 

5,952

 

 

 

1,845

 

LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX

 

$

(3,371

)

 

$

(21,139

)

 

$

(7,674

)

The operating results, and components thereof, of discontinued operations for the three months ended April 2, 2023 were not significant.

The following table summarizes the assets and liabilities associated with discontinued operations:

 

 

June 30,

 

 

 

2022

 

CURRENT ASSETS:

 

 

 

Accounts receivable, net of allowance

 

$

3,130

 

Inventories, net

 

 

20,044

 

Other current assets

 

 

434

 

Total current assets classified as discontinued operations

 

$

23,608

 

 

 

 

 

NON-CURRENT ASSETS:

 

 

 

Property, plant and equipment, net

 

$

5,924

 

Other long-term assets

 

 

63

 

Total non-current assets classified as discontinued operations

 

$

5,987

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

Accounts payable

 

$

4,675

 

Accrued expenses and other current liabilities

 

 

3,212

 

Total current liabilities classified as discontinued operations

 

$

7,887