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Discontinued Operations
 9 Months Ended
Sep. 30, 2021
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations Discontinued Operations
Discontinued operations comprise two formerly-owned businesses, Specialty Vehicle Technologies (“SVT” or “Club Car”) and High Pressure Solutions (“HPS”). The results of operations, financial positions and cash flows of these businesses are reported as discontinued operations for all periods presented in these condensed consolidated financial statements.
Specialty Vehicle Technologies
On April 9, 2021, the Company entered into an agreement to sell Club Car to private equity firm Platinum Equity Advisors, LLC (“Platinum Equity”) for $1.68 billion in cash. The sale was substantially completed on June 1, 2021. The transfer of legal ownership of one non-U.S. subsidiary has not yet been completed due to local regulatory and administrative requirements. This transfer is expected to be completed in the fourth quarter of 2021.
SVT has been presented as a discontinued operation and its net assets are classified as held for sale and comparable prior periods are recast to reflect this change.
The Company recognized a pre-tax gain on sale of $252.8 million during the nine month period ended September 30, 2021. The sale proceeds and the related gain on sale are subject to further adjustment upon the finalization customary post-closing steps of the transaction. These steps are expected to be completed by the end of 2021.
High Pressure Solutions
On February 14, 2021, the Company entered into an agreement to sell its majority interest in High Pressure Solutions to private equity firm American Industrial Partners. In exchange for its majority interest of 55%, the Company received net cash proceeds of $278.3 million and retains a 45% common equity interest in the newly-formed entity comprising the HPS business. The Company expects to maintain its minority investment in HPS indefinitely and is unable to estimate when this interest may be disposed. This sale was substantially completed on April 1, 2021. The transfer of legal ownership of one non-U.S. subsidiary has not yet been completed due to local regulatory and administrative requirements. This transfer is expected to be completed in the fourth quarter of 2021.
HPS has been presented as a discontinued operation and its net assets are classified as held for sale and comparable prior periods are recast to reflect this change.
The Company recognized a pre-tax loss on sale of $211.7 million during the nine month period ended September 30, 2021. The sale proceeds and the related loss on sale are subject to further adjustment upon the finalization customary post-closing steps of the transaction. These steps are expected to be completed by the end of 2021.
Financial information of discontinued operations
The results of operations of SVT and HPS are presented as discontinued operations as summarized below:
Specialty Vehicle TechnologiesHigh Pressure SolutionsTotal
For the Three Month Period Ended September 30,
202120202021202020212020
Revenues$4.4 $191.1 $2.6 $31.6 $7.0 $222.7 
Cost of sales4.2 140.4 2.4 30.3 6.6 170.7 
Gross Profit0.2 50.7 0.2 1.3 0.4 52.0 
Selling and administrative expenses0.3 18.8 0.2 8.2 0.5 27.0 
Amortization of intangible assets— 11.3 — 5.9 — 17.2 
Loss on sale3.9 — — — 3.9 — 
Other operating expense, net1.8 0.2 1.8 2.3 3.6 2.5 
Income (Loss) from Discontinued Operations Before Income Taxes(5.8)20.4 (1.8)(15.1)(7.6)5.3 
Provision (benefit) for income taxes(1.5)8.2 (1.9)(2.8)(3.4)5.4 
Income (Loss) from Discontinued Operations, Net of Tax$(4.3)$12.2 $0.1 $(12.3)$(4.2)$(0.1)
Specialty Vehicle TechnologiesHigh Pressure SolutionsTotal
For the Nine Month Period Ended September 30,
202120202021202020212020
Revenues$428.7 $495.3 $68.0 $149.5 $496.7 $644.8 
Cost of sales319.1 379.1 56.8 121.1 375.9 500.2 
Gross Profit109.6 116.2 11.2 28.4 120.8 144.6 
Selling and administrative expenses35.6 44.8 5.1 36.8 40.7 81.6 
Amortization of intangible assets10.4 26.2 2.4 17.7 12.8 43.9 
Loss (gain) on sale(252.8)— 211.7 — (41.1)— 
Other operating expense, net18.0 0.9 17.3 7.6 35.3 8.5 
Income (Loss) from Discontinued Operations Before Income Taxes298.4 44.3 (225.3)(33.7)73.1 10.6 
Provision (benefit) for income taxes168.2 38.2 (7.0)(7.3)161.2 30.9 
Income (Loss) from Discontinued Operations, Net of Tax$130.2 $6.1 $(218.3)$(26.4)$(88.1)$(20.3)
The carrying amount of major classes of assets and liabilities classified that were included in discontinued operations at September 30, 2021 and December 31, 2020 related to SVT and HPS are shown in the table below. Long-term assets and liabilities as of September 30, 2021 have been reclassified as current in the Condensed Consolidated Balance Sheet.
September 30, 2021 (1)
December 31, 2020 (2)
Assets
Current assets:
Cash and cash equivalents$2.3 $— 
Accounts receivable, net4.4 104.8 
Inventories19.5 226.9 
Other current assets— 5.7 
Total current assets26.2 337.4 
Property, plant and equipment, net1.3 188.3 
Goodwill0.5 721.0 
Other intangible assets, net— 935.4 
Deferred tax assets— 0.5 
Other assets— 17.6 
Total non-current assets1.8 1,862.8 
Total assets$28.0 $2,200.2 
Liabilities
Current liabilities:
Accounts payable$26.5 $134.7 
Accrued liabilities0.7 78.2 
Total current liabilities27.2 212.9 
Pensions and other postretirement benefits— 2.5 
Deferred income taxes— 173.3 
Other liabilities— 17.0 
Total non-current liabilities— 192.8 
Total liabilities$27.2 $405.7 
(1)Primarily relates to non-U.S. subsidiaries for which legal ownership is expected to transfer in the fourth quarter of 2021.
(2)Total assets and total liabilities related to SVT were $1,512.7 million and $354.1 million, respectively, at December 31, 2020.
The significant non-cash operating items and capital expenditures reflected in cash flows of discontinued operations for the nine months periods ended September 30, 2021 and 2020 include the following:
Specialty Vehicle TechnologiesHigh Pressure SolutionsTotal
For the Nine Month Period Ended September 30,
202120202021202020212020
Loss (gain) on sale$(252.8)$— $211.7 $— $(41.1)$— 
Depreciation and amortization14.8 36.2 4.0 27.3 18.8 63.5 
Stock-based compensation expense8.2 1.1 2.7 0.6 10.9 1.7 
Capital expenditures1.6 1.8 0.3 2.6 1.9 4.4