Discontinued Operations | (2) Discontinued Operations On January 19, 2020, the Company entered into a definitive equity interests purchase agreement for the sale of the Company’s Mobility business unit. The sale was completed on April 17, 2020 for a base purchase price of $550,000, subject to customary purchase price adjustments. The base purchase price does not include certain accounts receivable of the divested business, which were estimated to total approximately $95,000. Subsequently, the final purchase price was $569,246 after customary purchase price adjustments, which did not include approximately $83,000 accounts receivable of the divested business. On April 18, 2020, the Company also entered into a Transition Services Agreement (TSA) with the Purchaser pursuant to which the Purchaser is receiving certain services (the Services) to enable it to operate the Mobility business unit after the closing of the sale of the Mobility business unit. The Services include finance and accounting, human resources, legal and compliance, sales, information technology, and other corporate support services. Under the TSA, the Services are being provided at cost for a period of up to 24 months. There was no material impact on the Company’s consolidated condensed financial statements. Further, on June 29, 2020, the Company entered into a Sales Force Agreement with the Purchaser pursuant to which the Company’s sales representatives will assist the Purchaser in selling PCBs manufactured by the Purchaser to certain customers for a commission for a period up to April 17, 2021. There was no material impact on the Company’s consolidated condensed financial statements. As the sale of the Company’s Mobility business unit represents a strategic shift that will have a major effect on the Company’s operations and financial results, in accordance with the provisions of FASB authoritative guidance on the presentation of financial statements, Mobility business unit results are classified as discontinued operations in the consolidated condensed statements of operations for all periods presented. Prior year results have been recast to conform with the current presentation. The following table summarizes the results of Mobility operations for each period prior to sale: Quarter Ended Three Quarters Ended September 28, September 30, September 28, September 30, 2020 2019 2020 2019 (In thousands, except per share data) Net sales $ — $ 182,644 $ 143,951 $ 372,560 Cost of goods sold — 164,068 136,800 372,358 Gross profit — 18,576 7,151 202 Operating expenses: Selling and marketing — 1,247 1,461 3,557 General and administrative — 1,424 2,317 4,166 Research and development — — 147 — Amortization of definite-lived intangibles — 675 809 2,023 Total operating expenses — 3,346 4,734 9,746 Operating income (loss) — 15,230 2,417 (9,544 ) Other (expense) income: Interest expense — (145 ) (223 ) (1,016 ) Gain on sale of the Mobility business unit — — 237,253 — Other, net — 2,251 1,160 3,692 Total other income, net — 2,106 238,190 2,676 Income (loss) from discontinued operations before income taxes — 17,336 240,607 (6,868 ) Income tax benefit (provision) 20,021 (3,859 ) (46,686 ) 1,786 Income (loss) from discontinued operations, net of income taxes $ 20,021 $ 13,477 $ 193,921 $ (5,082 ) Earnings (loss) per share from discontinued operations: Basic earnings (loss) per share $ 0.19 $ 0.13 $ 1.83 $ (0.05 ) Diluted earnings (loss) per share $ 0.19 $ 0.13 $ 1.83 $ (0.05 ) There was no depreciation expense related to the discontinued operations for the quarter ended September 28, 2020 and depreciation expense for the quarter ended September 30, 2019 was $18,704. Depreciation expense related to the discontinued operations for the three quarters ended September 28, 2020 and September 30, 2019 was $21,382 During the quarter and three quarters ended September 2 8 , 2020, the Company’s income tax expense related to the discontinued operations was impacted by a net discrete tax benefit of $ and a net discrete tax expense of $ , respectively . As a result of the sale of the Mobility business unit, the discrete income tax benefit during the quarter ended September 28, 2020 is due to recognition of additional Internal Revenue Code (IRC) Section 250 deduction and foreign tax credit benefits. The net income tax expense for the three quarters ended September 28, 2020 is related mainly to (i) China withholding tax related to gain on sale, (ii) U.S. income tax related to Global Intangible Low Taxed Income (GILTI) inclusion net of IRC Section 250 deduction and foreign tax credits, and offset by (iii) release of U.S. uncertain tax positions. Proceeds from the sale of the Company’s Mobility business unit have been presented in the consolidated condensed statements of cash flows within net cash provided by investing activities from discontinued operations. The following is a reconciliation of the gain recorded for the sale of the Company’s Mobility business unit (in thousands) Net proceeds from the sale of the Mobility business unit (1) $ 569,246 Mobility business unit assets: Cash and cash equivalents 12,513 Restricted cash 35,412 Accounts receivable, net 12 Contract assets 40,072 Inventories 4,988 Prepaid expenses and other current assets 4,593 Property, plant and equipment, net 328,648 Goodwill 68,267 Definite-lived intangibles, net 5,520 Deposits and other non-current assets 6,291 Total Mobility business unit assets 506,316 Mobility business unit liabilities: Accounts payable 142,636 Accrued salaries, wages and benefits 9,392 Other current liabilities 8,890 Other long-term liabilities 303 Total Mobility business unit liabilities 161,221 Derecognition of foreign currency translation adjustments and unrealized losses on cash flow hedges recorded in accumulated other comprehensive loss 26,957 Other transaction costs incurred as part of the sale of the Mobility business unit (2) 13,855 Gain on sale of the Mobility business unit before income taxes $ 237,253 (1) Net proceeds from the sale of the Mobility business unit are net of customary purchase price adjustments. (2) Costs directly incurred as a result of the sale of the Company’s Mobility business unit, including bank fees, legal fees, professional fees, and other costs. |