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Discontinued Operations
12 Months Ended
Dec. 31, 2016
Discontinued Operations And Disposal Groups [Abstract]  
Discontinued Operations

5.  Discontinued Operations

On June 20, 2014, the Company completed the sale of the assets and associated liabilities of its wholly-owned subsidiaries WEK Industries, Inc. and Whiteridge Plastics LLC (collectively “WEK”) for approximately $20.7 million, which includes a working capital adjustment of approximately $0.8 million. Of the total proceeds from the sale of WEK, approximately $1.0 million was held in escrow until it was received in December 2015. The Company recorded a gain on the sale of WEK in 2014 of approximately $3.0 million, net of tax of $1.6 million, which was included in income (loss) from discontinued operations in the Consolidated Statements of Operations.

During the second quarter of 2014, the Company’s Board of Directors approved the commencement of the sale process to divest its Lawn and Garden business to allow it to focus resources on its core growth platforms. The business was sold February 17, 2015 to an entity controlled by Wingate Partners V, L.P., a private equity firm, for $110.0 million, subject to a working capital adjustment. The terms of the agreement include a $90.0 million cash payment, promissory notes totaling $20.0 million that mature in August 2020, a 6% interest rate and approximately $8.6 million placed in escrow that was due to be settled by August 2016, but has been extended until certain indemnification claims are resolved, as discussed in Note 10-Contingencies. The fair market value of the notes at February 17, 2015 was $17.8 million and is included in Notes Receivable in the accompanying Consolidated Statements of Financial Position, in which the carrying value represents the fair value at date of sale plus accretion as of the balance sheet date. The fair value of the notes receivable was calculated using level 2 inputs as defined in Note 1. The final working capital adjustment resulted in a cash payment to the buyer of approximately $4.0 million in 2016. The total gain on the sale of the Lawn and Garden business in 2015 was $4.7 million, net of tax, and is included in income (loss) from discontinued operations in the accompanying Consolidated Statements of Operations.

Summarized selected financial information for the Lawn and Garden business and WEK for the years ended December 31, 2016, 2015 and 2014 are presented in the following table:

 

 

 

 

 

For the Year Ended December 31,

 

 

 

 

 

2016

 

 

2015*

 

 

2014**

 

Net sales

 

 

 

$

 

 

$

29,335

 

 

$

204,716

 

Loss from discontinued operations before income taxes

 

 

 

$

 

 

$

(1,214

)

 

$

(30,038

)

Income tax expense (benefit)

 

 

 

 

 

 

 

(262

)

 

 

(9,408

)

Loss from discontinued operations

 

 

 

 

 

 

 

(952

)

 

 

(20,630

)

Gain (loss) on sale of discontinued operations, inclusive of tax

   provision (benefit) of $0.2 million, ($2.8) million and $1.6 million for the

   years ended December 31, 2016, 2015 and 2014, respectively

 

 

 

 

(468

)

 

 

4,661

 

 

 

2,988

 

Income (loss) from discontinued operations, net of income taxes

 

 

 

$

(468

)

 

$

3,709

 

 

$

(17,642

)

 

*

Includes Lawn and Garden operating results through February 17, 2015.

**

Includes WEK operating results through June 20, 2014.