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Discontinued Operations
9 Months Ended
Mar. 31, 2024
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

Note 3. – Discontinued Operations

 

All of the businesses discussed below are reported as discontinued operations and the condensed consolidated financial statements for all prior periods have been adjusted to reflect this presentation.

 

Sale of Trace Regional Hospital, medical office building and three patient clinics, Trace Extended Care operations –On January 22, 2024, the Company's indirect subsidiary, Southern Health Corporation of Houston, Inc. (“Southern”), reached a revised agreement for the sale of Trace Regional Hospital, a medical office building and three (3) patient clinics in Chickasaw County, MS, (collectively “Trace”) to Progressive Health of Houston, LLC (“Progressive”). Pursuant to those agreements, Southern sold certain personal and intangible property of Trace Regional Hospital and associated clinics to Progressive on January 22, 2024 for $500 pursuant to an asset purchase agreement ('Trace Assets Sale"), entered into a six-month net lease of certain hospital real property for $20 per month, and engaged Progressive under a management agreement to manage the operations of Trace pending receipt of certain regulatory approvals, which was received February 29, 2024. As a result of the transaction, Southern’s previous agreement with Progressive dated November 10, 2023, was terminated. Southern also entered into a real estate purchase agreement with Progressive ("Trace Hospital Sale") whereunder Progressive is to purchase certain real estate and improvements of Trace Regional Hospital, associated clinics and a vacant medical office building for $2,000 by July 31, 2024. As a result of the transactions ("Revised Agreement"), SunLink reported an impairment loss of $1,974 at December 31, 2023 to reduce the net value of the Trace hospital assets to the sale proceeds under the revised agreement and reported $58 of transaction expenses for the Revised Agreement during the quarter ended December 31, 2023. An impairment reserve of $1,695 remains at March 31, 2024 for the Trace Hospital Sale assets. During the quarter ended March 31, 2024, SunLink reported an additional loss on the sale of the Trace Hospital Sale of $613 and reported an additional $55 of transactions expenses. Southern is in the process of marketing the Trace Extended Care & Rehabilitation ("Trace Extended Care"), a skilled care nursing facility adjacent to the campus of Trace. Trace Extended Care, which Southern retains, is considered an asset held for sale at March 31, 2024. There can be no assurance that the Trace Real Estate purchase will be completed or that Trace Extended Care will be sold.

 

Sold Hospitals and Nursing Home– Subsidiaries of the Company have sold substantially all the assets of five (5) hospitals (“Sold Facilities”) during the period July 2, 2012 to March 17, 2019. The loss before income taxes of the Sold Facilities results primarily from the effects of retained professional liability insurance and claims expenses and settlement of a lawsuit.

 

Life Sciences and Engineering Segment —SunLink retained a defined benefit retirement plan which covered substantially all the employees of this segment when the segment was sold in fiscal year 1998. Effective February 28, 1997, the plan was amended to freeze participant benefits and close the plan to new participants. Pension expense and

related tax benefit or expense is reflected in the results of discontinued operations for this segment for the three and nine months ended March 31, 2024 and 2023, respectively.

The components of pension expense for the three and nine months ended March 31, 2024 and 2023, respectively, were as follows:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Interest cost

 

$

10

 

 

$

13

 

 

$

32

 

 

$

39

 

Expected return on assets

 

 

(9

)

 

 

(11

)

 

 

(27

)

 

 

(32

)

Amortization of prior service cost

 

 

0

 

 

 

0

 

 

 

0

 

 

 

0

 

Net pension expense

 

$

1

 

 

$

2

 

 

$

5

 

 

$

7

 

 

SunLink contributed $15 to the plan in the nine months ended March 31, 2024 and expects to contribute an additional $5 during the last three months of the fiscal year ending June 30, 2024.

 

Details of statements of operations from discontinued operations for the three and nine months ended March 31, 2024 and 2023, primarily reflecting the reporting of Trace as discontinued operations as a result of the Company's January 22, 2024 revised agreement to sell Trace and its plan to sell Trace Extended Care, are as follows:

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

March 31,

 

 

March 31,

 

 

 

2024

 

 

 

2023

 

 

2024

 

 

2023

 

Net Revenues

 

$

1,886

 

 

 

$

3,357

 

 

$

7,329

 

 

$

10,709

 

Costs and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Salaries, wages and benefits

 

 

917

 

 

 

 

1,907

 

 

 

4,659

 

 

 

6,975

 

Supplies

 

 

146

 

 

 

 

237

 

 

 

702

 

 

 

910

 

Purchased services

 

 

280

 

 

 

 

748

 

 

 

1,587

 

 

 

2,324

 

Other operating expense

 

 

452

 

 

 

 

664

 

 

 

1,509

 

 

 

1,782

 

Rent and lease expense

 

 

8

 

 

 

 

45

 

 

 

75

 

 

 

105

 

Depreciation and amortization

 

 

42

 

 

 

 

98

 

 

 

308

 

 

 

297

 

Operating Profit (Loss)

 

 

41

 

 

 

 

(342

)

 

 

(1,511

)

 

 

(1,684

)

Other Income (Expense):

 

 

 

 

 

 

 

 

 

 

 

Losses on sale of assets

 

 

(613

)

 

 

 

0

 

 

 

(613

)

 

 

1

 

Federal stimulus - Provider relief funds

 

 

0

 

 

 

 

0

 

 

 

0

 

 

 

61

 

Interest income (expense), net

 

 

0

 

 

 

 

33

 

 

 

0

 

 

 

34

 

Loss from Discontinued Operations before income taxes

 

 

(572

)

 

 

 

(309

)

 

 

(2,124

)

 

 

(1,588

)

Impairment loss of Trace Assets and related sale expenses before income taxes

 

 

0

 

 

 

 

0

 

 

 

(2,032

)

 

 

0

 

Loss from Discontinued Operations before income taxes

 

 

(572

)

 

 

 

(309

)

 

 

(4,156

)

 

 

(1,588

)

Income Tax Expense

 

 

0

 

 

 

 

0

 

 

 

0

 

 

 

0

 

Loss from Discontinued Operations, net of tax

 

$

(572

)

 

 

$

(309

)

 

$

(4,156

)

 

$

(1,588

)

 

Details of assets and liabilities held for sale at March 31, 2024 and June 30, 2023, which primarily reflect the Trace Extended Care's assets to be sold and liabilities to be assumed as a result of the Company's January 22, 2024 revised agreement to sell the Trace hospital assets and its plans to dispose of Trace Extended Care are as follows:

 

 

 

March 31,

 

 

June 30,

 

 

 

2024

 

 

2023

 

Receivables - net

 

$

667

 

 

$

1,659

 

Inventory

 

 

2

 

 

 

125

 

Prepaid expense and other assets

 

 

7

 

 

 

136

 

      Property, plant and equipment, net

 

 

4,529

 

 

 

5,564

 

Impairment reserve

 

 

(1,695

)

 

 

0

 

Right of use assets

 

 

0

 

 

 

246

 

Noncurrent assets

 

 

2

 

 

 

2

 

Total assets held for sale

 

$

3,512

 

 

$

7,732

 

Accounts payable

 

$

418

 

 

$

783

 

Accrued payroll and related taxes

 

 

91

 

 

 

361

 

Current operating lease liabilities

 

 

0

 

 

 

61

 

Other accrued expenses

 

 

54

 

 

 

121

 

Long-term operating lease liabilities

 

 

0

 

 

 

192

 

Total liabilities held for sale

 

$

563

 

 

$

1,518