Discontinued Operations

12 Months Ended

Dec. 31, 2022

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

Discontinued Operations

On February 28, 2020, the Company completed the sale of our coffee, tea and extract solutions business, S&D Coffee, Inc. ("S&D") for consideration of $405.0 million paid at closing in cash, with customary post-closing working capital adjustments, which were resolved in June 2020 by payment of $1.5 million from the Company to the purchaser of S&D. The Company used the proceeds of the S&D divestiture to finance a portion of the Legacy Primo Acquisition.

On January 30, 2018, the Company completed the sale of the Traditional Business to Refresco. In July 2020, a settlement agreement was reached with Refresco related to the $12.4 million of the total sale proceeds that were being held in escrow by a third-party escrow agent to secure potential indemnification claims. In exchange for a settlement of pending and future claims, $4.0 million of the escrow funds were released to Refresco and the remaining $8.4 million were released to us.

The major components of net income from discontinued operations, net of income taxes in the accompanying Consolidated Statements of Operations include the following:

	For the Year Ended
(in millions of U.S. dollars)	January 2, 2021
Revenue, net 1	$	97.1
Cost of sales	71.1
Operating loss from discontinued operations	(0.5)
Gain on sale of discontinued operations	53.7
Income from discontinued operations, before income taxes	53.1
Income tax expense 2	28.0
Net income from discontinued operations, net of income taxes	25.1

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1    Includes related party sales to continuing operations of $1.0 million for the year ended January 2, 2021.

2    The S&D divestiture resulted in tax expense of $28.5 million on the gain on sale in 2020 and utilized a significant portion of the existing U.S. net operating loss carryforwards.