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Discontinued Operations
9 Months Ended
Sep. 30, 2019
Discontinued Operations And Disposal Groups [Abstract]  
Discontinued Operations

NOTE 3.

Discontinued Operations  

On August 31, 2018, Hub agreed to sell Mode Transportation, LCC (“Mode”), then a direct wholly-owned subsidiary of the Company (the “Disposition”). Total consideration received by the Company for the Disposition in the third quarter of 2018 was $238.5 million in cash, subject to customary purchase price adjustments.  An additional $19.4 million consideration receivable was recorded in other receivables in the Consolidated Balance Sheet in the fourth quarter of 2018 due to the settlement of the net working capital and other contractual adjustments.  The $19.4 million receivable was  received in the first quarter of 2019.

During the three months ended September 30, 2018, Mode had revenue of $10.6 million from Hub and Hub had revenue of $2.7 million from Mode.  During the nine months ended September 30, 2018 Mode had revenue of $42.2 million from Hub and Hub had revenue of $17.9 million from Mode.  These intercompany transactions were eliminated in our Consolidated Statements of Income.  In connection with the Disposition, the Company and Mode have entered into a transition services agreement pursuant to which both the Company and Mode provided certain immaterial transition services to the other party.  The agreement was completed during the second quarter of 2019.  

The 2018 results associated with Mode are classified as income from discontinued operations, net of income taxes, in our Consolidated Statements of Income.  Income from discontinued operations is comprised of the following:

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

September 30, 2018

 

 

September 30, 2018

 

 

Revenue

$

196,546

 

 

$

739,534

 

 

Transportation costs

 

172,949

 

 

 

648,986

 

 

Gross margin

 

23,597

 

 

 

90,548

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

Salaries and benefits

 

3,317

 

 

 

11,043

 

 

General and administrative

 

16,827

 

 

 

62,426

 

 

Depreciation and amortization

 

153

 

 

 

632

 

 

Total costs and expenses

 

20,297

 

 

 

74,101

 

 

 

 

 

 

 

 

 

 

 

Operating income from discontinued operations

 

3,300

 

 

 

16,447

 

 

 

 

 

 

 

 

 

 

 

Other income

 

 

 

 

 

 

 

 

Interest income

 

3

 

 

 

22

 

 

Other, net

 

(1

)

 

 

(15

)

 

Gain on Disposition

 

113,601

 

 

 

113,601

 

 

Total other income

 

113,603

 

 

 

113,608

 

 

 

 

 

 

 

 

 

 

 

Income from discontinued operations before income taxes

 

116,903

 

 

 

130,055

 

 

Provision for income taxes

 

28,057

 

 

 

31,213

 

 

 

 

 

 

 

 

 

 

 

Income from discontinued operations

$

88,846

 

 

$

98,842

 

 

 

Selling, general and administrative expenses recorded in discontinued operations include corporate costs incurred directly in support of Mode.

Proceeds from the sale of Mode have been presented in the Consolidated Statements of Cash Flows under investing activities for the nine months ended September 30, 2019.  Total operating and investing cash flows of discontinued operations for the nine months ended September 30, 2018 are comprised of the following, which exclude the effect of income taxes:

 

Nine Months Ended

 

(in thousands)

September 30, 2018

 

Net cash (used in) provided by operating activities

 

(4,184

)

Net cash provided by investing activities

 

226,358