DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE (Notes)

3 Months Ended

Mar. 31, 2018

Discontinued Operations and Disposal Groups [Abstract]

DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE

3.    DISCONTINUED OPERATIONS AND ASSETS HELD FOR SALE

On July 9, 2017, we entered into a framework agreement with Slovenia Broadband S.à r.l. (the "Purchaser"), a wholly owned subsidiary of United Group B.V., relating to the sale of our Croatia and Slovenia operations for cash consideration of EUR 230.0 million (approximately US$ 283.4 million) (the "Divestment Transaction"), subject to customary working capital adjustments. On March 26, 2018, the Croatian Agency for Electronic Media confirmed the transaction is permissible under Croatian media legislation. We expect the transaction to close subject to obtaining the remaining regulatory approvals from the competition authorities in Croatia and Slovenia as well as the satisfaction of other customary closing conditions. If the transaction is terminated by either party because the transaction has not closed as of June 30, 2018 (extended from March 31, 2018), we would receive a termination fee of EUR 7.0 million (approximately US$ 8.6 million), subject to certain exceptions, including if any requisite regulatory approval has not been obtained as a result of the Purchaser being required to make a specified material divestiture as a condition to such regulatory approval, or if a notification has not been declared complete by a relevant regulatory authority.

The carrying amounts of the major classes of assets and liabilities of our discontinued operations that are classified as held for sale in the condensed consolidated balance sheets at March 31, 2018 and December 31, 2017 were:

	March 31, 2018		December 31, 2017
Assets held for sale
Cash and cash equivalents	$	6,033	$	8,784
Accounts receivable, net	35,364		43,540
Program rights, net	68,210		62,017
Property, plant and equipment, net	22,610		22,870
Other assets	11,264		10,945
Total assets held for sale	$	143,481	$	148,156
Liabilities held for sale
Accounts payable and accrued liabilities	$	28,006	$	30,073
Other liabilities	5,355		2,058
Total liabilities held for sale	$	33,361	$	32,131

Income / (loss) from discontinued operations, net of tax, comprised the following for the three months ended March 31, 2018 and 2017:

	For the Three Months Ended March 31,
	2018			2017
Net revenues	$	31,814		$	23,270
Cost of revenues	21,277			19,858
Selling, general and administrative expenses	5,052			4,168
Operating income / (loss)	5,485			(756		)
Interest expense (1)	(4,207		)	(4,762		)
Other non-operating income, net	333			93
Income / (loss) from discontinued operations, before tax	1,611			(5,425		)
(Provision) / credit for income taxes	(623		)	133
Income / (loss) from discontinued operations, net of tax	$	988		$	(5,292	)

⁽¹⁾  For the three months ended March 31, 2018 and 2017, we paid US$ 0.9 million and US$ 0.8 million, respectively, of interest and Guarantee Fees associated with the 2018 Euro Term Loan and 2019 Euro Term Loan (as defined in Note 5, "Long-term Debt and Other Financing Arrangements"). These payments were allocated to Net cash provided by discontinued operations - operating activities in our Condensed Consolidated Statements of Cash Flows as we are required to apply the expected proceeds from the Divestment Transaction towards the repayment of the remaining principal amounts owing in respect of the 2018 Euro Term Loan as well as to the fees related to the 2019 Euro Term Loan, including Guarantee Fees and the Commitment Fee which we have previously paid in kind pursuant to the Reimbursement Agreement. To the extent excess funds are available thereafter, the remaining proceeds are required to be applied to the principal amounts owing in respect of the 2019 Euro Term Loan.