On January 26, 2018 we sold our Waste Management Segment to JFL-WCS Partners, LLC ("JFL Partners"), an entity sponsored by certain investment affiliates of J.F. Lehman & Company, for consideration consisting of the assumption of all of WCS' third-party indebtedness and other liabilities. The sale of our former Waste Management Segment enabled us to focus on continuing to develop our remaining segments which we believe have greater opportunity for higher returns.

In accordance with GAAP, the Waste Management Segment has been classified as discontinued operations in our Condensed Consolidated Statements of Income for the three and nine months ended September 30, 2018. Also in accordance with GAAP, we have not reclassified our Condensed Consolidated Statement of Cash Flows to reflect the Waste Management Segment as discontinued operations. We recognized a pre-tax gain of approximately $58 million primarily in the first quarter of 2018 on the transaction ($38.6 million, or $.11 per diluted share, net of tax) because the carrying value of the liabilities of the business assumed by JFL Partners exceeded the carrying value of the assets sold at the time of the sale in large part due to the previously-reported long-lived asset impairment of $170.6 million recognized in the second quarter of 2017, as discussed in the 2018 Annual Report. Selected financial data for the operations of the disposed Waste Management Segment for periods prior to completing the sale is presented below.

	Three months ended			Nine months ended
	September 30, 2018			September 30, 2018⁽¹⁾
	(In millions)

Net sales	$	-		$	4.6

Operating loss	$	-		$	(.4	)
Interest expense, net		-			(.3	)
Loss before taxes		-			(.7	)
Income tax benefit		-			(.1	)
Net loss	$	-		$	(.6	)

Pre-tax gain on disposal	$	-		$	58.4
Income tax expense (benefit)		(.7	)		19.1
After-tax gain on disposal		.7			39.3

Total	$	.7		$	38.7

Net cash provided by operating activities				$	2.3

Net cash used in investing activities				$	(.1	)

⁽¹⁾ Reflects the results of the Waste Management Segment through January 26, 2018, the date of the sale.

In connection with the January 2018 sale, JFL Partners did not assume WCS’ trade payable owed to Contran, which consisted primarily of intercorporate service fees charged to WCS by Contran which WCS had not paid to Contran for several years. Immediately prior to the closing of the sale of WCS, Contran transferred its associated receivable of $36.3 million from WCS to Valhi, in return for a deemed $36.3 million borrowing by Valhi under its revolving credit facility with Contran. Valhi subsequently contributed such receivable from WCS to WCS’s equity, and the trade payable obligation of WCS was deemed paid in full.