Note 3 - Discontinued Operations

12 Months Ended

Dec. 31, 2011

Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

3.     DISCONTINUED OPERATIONS

VISaer – As previously disclosed, on January 25, 2011, the company entered into a Settlement Agreement and Mutual Release (the “Agreement”) with IBS Technics and IBS Software Services Americas, (collectively “IBS”) settling all claims and counterclaims that had been asserted by the parties related to the sale of the company’s Visaer subsidiary to IBS in 2008 under the terms of an Asset Purchase Agreement (“APA”). The terms of the Agreement require IBS to pay the company a total of $1,100,000, payable in installments of $600,000 on or before February 21, 2011, $250,000 on or before January 21, 2012, and $250,000 on or before January 21, 2013. These payments constitute full satisfaction of IBS’s obligation for earnout payments under the APA.  Management determined that, notwithstanding the reduction in the amount of earnout payments due, the Agreement was in the best interests of the company and a reasonable way to resolve this matter, taking into consideration the anticipated time, expense, diversion of resources and uncertain outcome of a lengthy arbitration process.

Upon execution of the Agreement, our management determined that, as a result thereof, the carrying value of a note receivable from IBS was materially impaired at December 31, 2010.  Accordingly, as of December 31, 2010, we recorded an impairment charge of $388,000 to reduce the carrying value of the note receivable and recognized a reduction in a related liability of $43,000 owed to a former VISaer shareholder, resulting in a net charge of $345,000 in the quarter ended December 31, 2010. Such amount is reported as a loss from discontinued operations in the Consolidated Financial Statements for the year ended December 31, 2010. There are no future cash expenditures related to the impairment. As of December 31, 2011, the carrying value of the note receivable is $489,000 (net of a discount of $11,000), of which $249,000 is included in note and interest receivable, current portion. As of December 31, 2011, the carrying value of the related amount owed to the former VISaer shareholder is $47,000 (net of a discount of $1,000), of which $23,000 is included in other current liabilities.  IBS paid the initial installment of $600,000 to the company on February 11, 2011 and paid the second installment of $250,000 on January 19, 2012.