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DISCONTINUED OPERATIONS - SALE OF U.S. RETAIL WIRELESS BUSINESS
12 Months Ended
Dec. 31, 2015
DISCONTINUED OPERATIONS - SALE OF U.S. RETAIL WIRELESS BUSINESS  
DISCONTINUED OPERATIONS - SALE OF U.S. RETAIL WIRELESS BUSINESS

4. DISCONTINUED OPERATIONS—SALE OF U.S. RETAIL WIRELESS BUSINESS

On September 20, 2013, the Federal Communications Commission announced its approval of the previously announced proposed sale of the Company’s U.S. retail wireless business operated under the Alltel name to AT&T Mobility LLC for approximately $780.0 million in cash plus $16.8 million in working capital. The Company previously reported the operations of this business within its U.S. Wireless segment. As a result of that approval, the Company completed the sale of certain U.S. retail wireless assets on that date and recorded a gain in 2013 of approximately $307.1 million calculated as follows (in thousands):

 

 

 

 

 

 

 

 

Proceeds:

    

 

    

 

 

 

Received

 

 

 

$

702,000

 

Escrowed

 

 

 

 

78,000

 

Working capital

 

 

 

 

16,828

 

Adjusted proceeds

 

 

 

 

796,828

 

Less: Net assets sold or impaired:

 

 

 

 

 

 

Assets sold or impaired:

 

 

 

 

 

 

Current assets

 

51,597

 

 

 

 

Property, plant and equipment, net

 

190,970

 

 

 

 

Telecommunications licenses

 

50,553

 

 

 

 

Other intangible assets

 

37,434

 

 

 

 

Other assets

 

13,202

 

 

 

 

Liabilities sold:

 

 

 

 

 

 

Current liabilities

 

(40,674)

 

 

 

 

Other liabilities

 

(22,796)

 

 

 

 

Net assets sold or impaired

 

 

 

 

280,286

 

Less: Transaction related costs

 

 

 

 

(13,517)

 

Pre-tax gain

 

 

 

 

503,025

 

Less: Income taxes at effective rate

 

 

 

 

195,923

 

Net gain on sale

 

 

 

$

307,102

 

 

During 2014 and 2015, the Company recognized an additional $1.1 million of gain relating to changes in certain estimates.

The $796.8 million in cash proceeds included $78.0 million of cash held in a general indemnity escrow account.  The Company recorded $39.0 million of the indemnity escrow as restricted cash within current assets in its consolidated balance sheet as of December 31, 2014.  In March 2015, the $39.0 million indemnity escrow was released to the Company.

The Alltel trade name was not sold to AT&T Mobility LLC. Due to trade name assignment restrictions, and no planned use through continuing operations, the trade name was fully impaired. As a result, an impairment of $11.9 million was recorded as a part of the disposal and included in the 2013 net gain calculation.

Upon the sale, the Company recorded $28.9 million for the minority shareholders’ interests in the sold operation which was based on the estimated final distribution to the minority shareholders. In 2013, 2014 and 2015, $18.9 million, $5.8 million and $4.1 million, respectively, was distributed to minority shareholders.  The Company has included $4.5 million and $0.4 million in non‑controlling interests on its December 31, 2014 and 2015 balance sheets, respectively.

The Company has reclassified the assets, which include prepayments and other current assets, and liabilities, which include accounts payable and accrued liabilities, of its Alltel operations to assets of discontinued operations and liabilities of discontinued operations within its December 31, 2014 balance sheets.

Revenues and income from discontinued operations related to the Alltel business for the years ended December 31, 2013 was as follows (in thousands):

 

 

 

 

 

 

 

 

Year Ended December 31,

 

 

 

2013

 

Revenue from discontinued operations

 

$

299,519

 

Income from discontinued operations, net of tax expense of $2,512 

 

 

5,166