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Discontinued Operations
6 Months Ended
Jun. 30, 2024
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

2. Discontinued Operations

 

On February 2, 2024, the Company entered into a definitive purchase agreement (the "Purchase Agreement") with TowerBrook Capital Partners ("TowerBrook") in which TowerBrook will acquire the Disposal Group from the Company for a purchase price of $670.0 million. The Purchase Agreement is subject to customary closing conditions and is expected to close in the second half of 2024, although there can be no assurance that the Purchase Agreement will close by that date.

Management evaluated the criteria to report a disposal group as held for sale and concluded that all of the criteria were met as of February 2024. As a result, the Company reported, and continues to report, the assets and the liabilities that are included in the Disposal Group as held for sale and the operations as discontinued starting in the first quarter of 2024. The revenue and operating income contributed by Hawaii operations and certain Communications customers, as well as the associated assets and liabilities, that were previously reported in the IT Services and Hardware Segment that will be retained by the continuing operation and excluded from the Disposal Group have been reported in the Network segment for the three and six months ended June 30, 2024 and 2023.

All depreciation and amortization expense associated with intangible assets, property, plant and equipment and right of use assets associated with the Disposal Group ceased as of February 2, 2024.

Financial results of the Disposal Group for the three and six months ended June 30, 2024 and 2023 reported as Income from discontinued operations (net of tax) on the Condensed Consolidated Statements of Operations are as follows:

 

 

 

Three Months Ended
June 30,

 

 

Six Months Ended
June 30,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Revenue

 

$

176.7

 

 

$

186.7

 

 

$

361.0

 

 

$

364.0

 

Costs and expenses

 

 

 

 

 

 

 

 

 

 

 

 

Cost of services and products, excluding items below

 

 

123.9

 

 

 

122.2

 

 

 

246.2

 

 

 

243.3

 

Selling, general and administrative, excluding items below

 

 

40.9

 

 

 

40.4

 

 

 

84.8

 

 

 

80.0

 

Depreciation and amortization

 

 

 

 

 

21.2

 

 

 

5.7

 

 

 

41.6

 

Restructuring and severance related charges

 

 

1.9

 

 

 

1.2

 

 

 

2.3

 

 

 

1.4

 

Transaction costs

 

 

6.2

 

 

 

 

 

 

10.3

 

 

 

 

Total operating costs and expenses

 

 

172.9

 

 

 

185.0

 

 

 

349.3

 

 

 

366.3

 

Operating income (loss)

 

 

3.8

 

 

 

1.7

 

 

 

11.7

 

 

 

(2.3

)

Interest expense

 

 

0.3

 

 

 

0.2

 

 

 

0.7

 

 

 

0.5

 

Other (income) expense, net

 

 

(0.4

)

 

 

0.5

 

 

 

(1.3

)

 

 

0.4

 

Income (loss) before income taxes

 

 

3.9

 

 

 

1.0

 

 

 

12.3

 

 

 

(3.2

)

Income tax expense (benefit)

 

 

0.8

 

 

 

(8.4

)

 

 

2.4

 

 

 

(16.1

)

Net income from discontinued operations

 

$

3.1

 

 

$

9.4

 

 

$

9.9

 

 

$

12.9

 

 

 

 

The Disposal Group's assets and liabilities presented as discontinued operations as of June 30, 2024 and December 31, 2023 are as follows:

 

 

June 30, 2024

 

 

December 31, 2023

 

Assets

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Cash and cash equivalents

 

$

5.4

 

 

$

1.3

 

Receivables, less allowances of $3.0 and $2.9

 

 

278.3

 

 

 

400.9

 

Inventory, materials and supplies

 

 

9.4

 

 

 

18.8

 

Prepaid expenses

 

 

28.3

 

 

 

27.6

 

Other current assets

 

 

11.9

 

 

 

11.4

 

Total current assets from discontinued operations

 

 

333.3

 

 

 

460.0

 

Property, plant and equipment, net

 

 

81.9

 

 

 

73.4

 

Goodwill

 

 

153.2

 

 

 

154.3

 

Intangible assets, net

 

 

294.9

 

 

 

300.2

 

Deferred income tax assets

 

 

2.5

 

 

 

2.8

 

Other noncurrent assets

 

 

49.2

 

 

 

39.5

 

Total noncurrent assets from discontinued operations

 

 

581.7

 

 

 

570.2

 

Total assets from discontinued operations

 

$

915.0

 

 

$

1,030.2

 

Liabilities

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Current portion of long-term debt

 

$

6.3

 

 

$

6.7

 

Accounts payable

 

 

185.1

 

 

 

264.9

 

Unearned revenue and customer deposits

 

 

26.8

 

 

 

25.3

 

Accrued taxes

 

 

2.0

 

 

 

4.3

 

Accrued payroll and benefits

 

 

30.3

 

 

 

16.5

 

Other current liabilities

 

 

18.3

 

 

 

20.8

 

Total current liabilities from discontinued operations

 

 

268.8

 

 

 

338.5

 

Long-term debt, less current portion

 

 

5.4

 

 

 

6.3

 

Deferred income tax liability

 

 

46.0

 

 

 

52.3

 

Other noncurrent liabilities

 

 

31.6

 

 

 

27.1

 

Total noncurrent liabilities from discontinued operations

 

 

83.0

 

 

 

85.7

 

Total liabilities from discontinued operations

 

$

351.8

 

 

$

424.2

 

 

 

The following is selected operating and investing cash flow activity from discontinued operations included in the Condensed Consolidated Statements of Cash Flows:

 

 

Six Months Ended
June 30,

 

 

 

2024

 

 

2023

 

Depreciation and amortization

 

$

5.7

 

 

$

41.6

 

Capital expenditures

 

$

(9.5

)

 

$

(10.5

)