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Discontinued Operations and Disposals
12 Months Ended
Sep. 30, 2021
Discontinued Operations And Disposal Groups [Abstract]  
Discontinued Operations and Disposals

21. Discontinued Operations and Disposals

 

Discontinued Operations

 

In April 2019, we announced that the Board determined that it was in the long-term best interest of Amtech to exit the solar business segment and focus our strategic efforts on our non-Solar business segments in order to more fully realize the opportunities presented in those areas.

 

The Board made its decision, effective March 28, 2019, after analyzing current market conditions and the strategic outlook for its Solar segment, which operates in a highly competitive market among lower cost manufacturers, particularly in China. Historical fluctuations in the solar cell industry combined with downward pricing pressure has negatively affected our results of operations in recent years. In response, we had been pursuing strategic alternatives for the continued operations of the Solar segment, including the possibility of restructuring the Solar segment to achieve profitability and compete more effectively. After further assessment, however (including input from management of the Solar segment and our external advisors), the Board determined that the investment required to return our solar business to profitability would be better utilized to pursue strategic opportunities in our non-Solar business units.

 

The divestiture of our solar business included our Tempress and SoLayTec subsidiaries, which comprised substantially all of our Solar segment. We adopted a plan to sell our Solar operations on or before March 31, 2020. As such, we classified substantially all of the Solar segment as held for sale in our Consolidated Balance Sheets and reported its results as discontinued operations in our Consolidated Statements of Operations.

 

On June 7, 2019 (“SoLayTec Sale Date”), we completed the sale of SoLayTec to a third party located in the Netherlands. Upon the SoLayTec Sale Date, we recognized a gain of approximately $1.6 million, which we included in loss from discontinued operations reported in our Consolidated Statements of Operations for the year ended September 30, 2019. We recognized a tax benefit relating to this sale, which can be carried over to future years. Effective on the SoLayTec Sale Date, SoLayTec is no longer included in our consolidated financial statements.

 

Effective January 22, 2020 (“Tempress Sale Date”), we completed the sale of Tempress for nominal consideration to a third party located in the Netherlands. In connection with this sale transaction, we provided an unsecured term loan to Tempress in the principal sum of $2.25 million, to be used to fund Tempress’ working capital requirements and to facilitate the restructuring of Tempress’ operations. We forgave $0.5 million of the loan in accordance with the terms of the loan agreement. The balance of the loan was paid in full during fiscal 2020. We recorded a pre-tax loss on sale of approximately $10.9 million, of which approximately $7.2 million was the recognition of previously recorded accumulated foreign currency translation losses. The total pre-tax loss did not have a material effect on our cash balances at our continuing operations. We also recognized a significant tax benefit relating to this loss, which can be carried over to future years. Effective on the Tempress Sale Date, Tempress is no longer included in our consolidated financial statements.

 

Operating results of our discontinued solar operations were as follows, in thousands:

 

 

 

Years Ended September 30,

 

 

 

2020

 

 

2019

 

Revenues, net of returns and allowances

 

$

7,442

 

 

$

25,139

 

Cost of sales

 

 

5,969

 

 

 

23,669

 

Gross profit

 

 

1,473

 

 

 

1,470

 

Selling, general and administrative

 

 

1,814

 

 

 

8,857

 

Research, development and engineering

 

 

540

 

 

 

3,039

 

Restructuring charges

 

 

37

 

 

 

567

 

Operating loss

 

 

(918

)

 

 

(10,993

)

(Loss) gain on sale of subsidiary

 

 

(10,916

)

 

 

1,614

 

Interest expense and other, net

 

 

(29

)

 

 

(121

)

Loss from discontinued operations
   before income taxes

 

 

(11,863

)

 

 

(9,500

)

Income tax benefit

 

 

(47

)

 

 

(1,203

)

Net loss

 

$

(11,816

)

 

$

(8,297

)

 

Amtech’s Consolidated Statement of Cash flows combines cash flows from discontinued operations with cash flows from continuing operations within each cash flow statement category. The following table summarizes selected cash flow information for discontinued operations, in thousands:

 

 

 

Years Ended September 30,

 

 

 

2020

 

 

2019

 

Loss from discontinued operations, net of tax

 

$

(11,816

)

 

$

(8,297

)

Depreciation and amortization

 

$

180

 

 

$

562

 

(Reversal of) provision for allowance for doubtful
   accounts, net

 

$

(62

)

 

$

874

 

(Loss) gain on sale of subsidiary

 

$

(10,916

)

 

$

1,614

 

Purchases of property, plant and equipment

 

$

1

 

 

$

131

 

 

Other Disposals

 

R2D – On December 13, 2019 (“R2D Sale Date”), we finalized the sale of R2D to certain members of R2D’s management team. Upon the sale, we recognized a loss of approximately $2.8 million, which we reported as loss on sale of subsidiary in our Consolidated Statements of Operations for the year ended September 30, 2020. Effective on the R2D Sale Date, R2D is no longer included in our consolidated financial statements. R2D did not meet the discontinued operations or held-for-sale criteria.