Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Dec. 03, 2015 | Mar. 31, 2015 | |
Document and Entity Information | |||
Entity Registrant Name | COMDISCO HOLDING CO INC | ||
Entity Central Index Key | 1,179,484 | ||
Document Type | 10-K | ||
Document Period End Date | Sep. 30, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 6,100,000 | ||
Entity Common Stock, Shares Outstanding | 4,028,951 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY |
Consolidated Statement of Net A
Consolidated Statement of Net Assets in Liquidation (Liquidation Basis) | Sep. 30, 2015USD ($) |
Liquidation Basis | |
ASSETS | |
Cash and cash equivalents | $ 30,126,000 |
Cash - legally restricted | 4,000,000 |
Receivable from securities sold | 1,911,000 |
Assets held in trust for deferred compensation plan | 500,000 |
Other assets | 183,000 |
TOTAL ASSETS | 36,720,000 |
LIABILITIES | |
Contingent Distribution Rights Liability | 10,813,000 |
Supplemental CDR Liability due to Anticipated Litigation Trust Distribution | 370,000 |
Accrued compensation | 4,077,000 |
Accrued professional fees | 1,374,000 |
Other accrued costs | 956,000 |
Accrued liability for deferred compensation plan | 500,000 |
Accrued estimated disposal costs of liquidation | 588,000 |
TOTAL LIABILITIES | 18,678,000 |
NET ASSETS IN LIQUIDATION | $ 18,042,000 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Net Assets in Liquidation (Liquidation Basis) - Liquidation Basis $ in Thousands | 12 Months Ended |
Sep. 30, 2015USD ($) | |
Net assets in liquidation, beginning of period | $ 28,158 |
Changes in net assets in liquidation | |
Change in other assets | 102 |
Change in Contingent Distribution Rights Liability | 175 |
Change in Supplemental CDR Liability due to Anticipated Litigation Trust Distribution | (370) |
Change in accrued liabilities | (193) |
Change in accrued estimated disposal costs of liquidation | (420) |
Change in equity investments | 40 |
Liquidating distribution to Common Stockholders | (9,450) |
Net (decrease) in net assets in liquidation | (10,116) |
Net assets in liquidation, end of period | $ 18,042 |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Liquidation Basis) | 12 Months Ended |
Sep. 30, 2015USD ($) | |
Cash flows from financing: | |
Cash and cash equivalents at beginning of period | $ 31,992,000 |
Liquidation Basis | |
Cash flows from operating activities: | |
Equity investment proceeds net of sharing | 15,532,000 |
Bad debt recoveries, interest and other revenue | 293,000 |
Selling, general and administrative expenses | (2,402,000) |
Contingent Distribution Rights payments | (5,550,000) |
Income tax payments | (301,000) |
Net cash provided by operating activities | 7,572,000 |
Cash flows from financing: | |
Dividends paid on Common Stock | (9,450,000) |
Receipt of uncashed dividends | 12,000 |
Net cash used in financing | (9,438,000) |
Net increase (decrease) in cash and cash equivalents | (1,866,000) |
Cash and cash equivalents at beginning of period | 31,992,000 |
Cash and cash equivalents at end of period | $ 30,126,000 |
Consolidated Balance Sheet (Goi
Consolidated Balance Sheet (Going Concern Basis) $ in Thousands | Sep. 30, 2014USD ($) |
ASSETS | |
Cash and cash equivalents | $ 31,992 |
Cash - legally restricted | 4,000 |
Equity investments | 697 |
Assets held in trust for deferred compensation plan | 501 |
Other assets | 248 |
TOTAL ASSETS | 37,438 |
LIABILITIES AND STOCKHOLDERS' EQUITY | |
Accounts payable | 103 |
Income taxes payable | 90 |
Other liabilities: | |
Accrued compensation | 1,429 |
Contingent Distribution Rights Liability | 10,437 |
Other liabilities | 168 |
Total other liabilities | 12,034 |
TOTAL LIABILITIES | 12,227 |
Stockholders' equity | |
Common Stock $.01 par value. Authorized 10,000,000 shares; originally issued 4,200,000 shares; 4,028,951 shares issued and outstanding at September 30, 2014 | 70 |
Additional paid-in capital | 28,414 |
Accumulated other comprehensive income (loss) | (3) |
Accumulated deficit | (3,270) |
Total stockholders' equity | 25,211 |
Total liabilities and stockholders' equity | $ 37,438 |
Consolidated Balance Sheet (Go6
Consolidated Balance Sheet (Going Concern Basis) (Parenthetical) | Sep. 30, 2014$ / sharesshares |
Consolidated Balance Sheet (Going Concern Basis) | |
Common Stock, par value (in dollars per share) | $ / shares | $ 0.01 |
Common Stock, Authorized shares | 10,000,000 |
Common Stock originally issued shares | 4,200,000 |
Common Stock shares issued | 4,028,951 |
Common Stock shares outstanding | 4,028,951 |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income (Going Concern Basis) | 12 Months Ended |
Sep. 30, 2014USD ($)$ / shares | |
Revenue | |
Gain on sale of equity investments | $ 1,590,000 |
Miscellaneous income | 100,000 |
Interest income | 65,000 |
Total revenue | 1,755,000 |
Costs and expenses | |
Selling, general and administrative | 2,480,000 |
Contingent Distribution Rights | (869,000) |
Foreign exchange loss | 312,000 |
Bad debt recoveries | (473,000) |
Total costs and expenses | 1,450,000 |
Net earnings before income taxes | 305,000 |
Income tax (benefit) | (550,000) |
Net earnings | 855,000 |
Unrealized gains (losses) on securities: | |
Unrealized holding gains arising during the period | 1,400,000 |
Reclassification adjustment for gains included in earnings | (1,406,000) |
Other comprehensive (loss) | (6,000) |
Comprehensive income | $ 849,000 |
Basic and diluted earnings per common share (in dollars per share) | $ / shares | $ 0.21 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity (Going Concern Basis) - 12 months ended Sep. 30, 2014 - USD ($) $ in Thousands | Common Stock | Additional Paid-in capital | Accumulated other comprehensive income (loss) | Retained earnings (accumulated deficit) | Total |
Balance at the beginning of the year at Sep. 30, 2013 | $ 70 | $ 28,414 | $ 3 | $ (4,125) | $ 24,362 |
Stockholder's equity | |||||
Net earnings | 855 | 855 | |||
Other comprehensive (loss) | (6) | (6) | |||
Comprehensive income | 849 | ||||
Balance at the end of the year at Sep. 30, 2014 | $ 70 | $ 28,414 | $ (3) | $ (3,270) | $ 25,211 |
Consolidated Statement of Cash9
Consolidated Statement of Cash Flows (Going Concern Basis) $ in Thousands | 12 Months Ended |
Sep. 30, 2014USD ($) | |
Cash flows from operating activities: | |
Equity investment proceeds net of management sharing | $ 1,590 |
Interest, bad debt recoveries and other revenue | 628 |
Selling, general and administrative expenses | (2,244) |
Income tax receipts | 733 |
Income tax payments | (354) |
Net cash provided by operating activities | 353 |
Cash flows from investing activities: | |
Redemption of short-term investment | 4,003 |
Net cash provided by investing activities | 4,003 |
Effect of exchange rates on cash and cash equivalents | (35) |
Net increase (decrease) in cash and cash equivalents | 4,321 |
Cash and cash equivalents at beginning of period | 27,671 |
Cash and cash equivalents at end of period | $ 31,992 |
Consolidated Statement of Cas10
Consolidated Statement of Cash Flows (Going Concern Basis) $ in Thousands | 12 Months Ended |
Sep. 30, 2014USD ($) | |
Reconciliation of net earnings to net cash provided by operating activities: | |
Net earnings | $ 855 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | |
Taxes payable and other tax balances | 90 |
Change in Canadian income tax receivables | (261) |
Contingent Distribution Rights | (869) |
Selling, general and administrative expenses | 236 |
Receivables | 7 |
Other, including foreign exchange | 295 |
Net cash provided by operating activities | $ 353 |
Reorganization
Reorganization | 12 Months Ended |
Sep. 30, 2015 | |
Reorganization | |
Reorganization | Note 1 - Reorganization On July 16, 2001, Comdisco, Inc. and 50 of its domestic subsidiaries filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code in the Bankruptcy Court (consolidated case number 01-24795) (the “Filing”). Comdisco Holding Company, Inc., as the successor company to Comdisco, Inc., emerged from bankruptcy under a confirmed plan of reorganization (the First Amended Joint Plan of Reorganization (the “Plan”) that became effective on August 12, 2002 (the “Effective Date”). For financial reporting purposes only, however, the effective date for implementation of fresh-start reporting was July 31, 2002. Comdisco Holding Company, Inc. was formed on August 8, 2002 for the purpose of selling, collecting or otherwise reducing to money in an orderly manner the remaining assets of the Company and all of its direct and indirect subsidiaries, including Comdisco, Inc. As more fully described in the Plan, the Company’s business purpose is limited to the orderly sale or run-off of all its remaining assets. Pursuant to the Plan and restrictions contained in its Certificate, the Company is specifically prohibited from engaging in any business activities inconsistent with its limited business purpose. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2015 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2 - Summary of Significant Accounting Policies Basis of Presentation In this Annual Report on Form 10-K, references to “the Company,” “Comdisco Holding,” “we,” “us” and “our” mean Comdisco Holding Company, Inc., its consolidated subsidiaries, including Comdisco, Inc., Comdisco Ventures Fund A, LLC (formerly Comdisco Ventures, Inc.), and its predecessors, except in each case where the context indicates otherwise. References to “Comdisco, Inc.” mean Comdisco, Inc. and its subsidiaries, prior to the Company’s emergence from bankruptcy on August 12, 2002, except where the context indicates otherwise. Liquidation Basis of Accounting – periods beginning and subsequent to October 1, 2014 Under the Plan, the Company was charged with, and has been, liquidating its assets. While there have been no changes either to the Plan, or the Company’s obligations under it, the Company adopted ASU 2013-07, Liquidation Basis of Accounting as of October 1, 2014 and accordingly, determined that liquidation was imminent. Therefore, effective October 1, 2014, the Company applied the liquidation basis of accounting on a prospective basis in conformity with accounting principles generally accepted in the United States of America. The liquidation basis of accounting requires the Company to estimate net cash flows from operations and to accrue all costs associated with implementing and completing the plan of liquidation and requires management to make estimates that affect the amounts reported in the consolidated financial statements and the related notes. To the extent there are any changes in the Company’s October 1, 2014 initial estimates, there will be changes reflected in the Statement of Changes in Net Assets in Liquidation. As cash is received or paid, consistent with the Company’s initial estimates, there will be no change to the Net Assets in Liquidation which is the amount expected to be available for eventual distribution to the common stockholders. However, any cash distribution to the common stockholders during a fiscal quarter would be shown as a change in Net Assets in Liquidation during such fiscal quarter. The Company has material restrictions on its ability, and does not expect, to make significant investments in new or additional assets. The Company continually evaluates opportunities for the orderly sale and collection of its remaining assets. The Company is currently projecting December 31, 2016 as the end date for its wind down of operations. It is anticipated that by this date the Company will have, among other things: finalized the settlement of the SIP, received the projected escrow funds from the Ebates transaction, reduced all of its assets to cash, resolved its final federal and state tax obligations, determined its final CDR liability (which will include the impact of the actual distribution by the Litigation Trust to the C-4 creditors), made distributions of all available cash to holders of its common stock and CDRs in the manner and priorities set forth in the Plan, cancelled such common stock and CDRs and completed all regulatory filings. Accordingly, it has made appropriate expense accruals for such time period in its calculation of Net Assets in Liquidation. However, the projected remaining wind down period could be either shortened or lengthened by other intervening matters not currently known to management. The costs in liquidation will generally be incurred ratably over the remaining anticipated time frame. If the timing of any of these steps changes, the future accrued costs may change. Results could differ from these estimates and may affect the net assets in liquidation and actual cash flows. From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s consolidated financial statements upon adoption. Going Concern Basis of Accounting – periods prior to October 1, 2014 The consolidated financial statements for the period ended September 30, 2014, were prepared on the going concern basis of accounting, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Prior period financial results have not been restated under the liquidation basis of accounting. Nature of Operations Comdisco Holding Company, Inc. was formed on August 8, 2002 for the purpose of selling, collecting or otherwise reducing to money in an orderly manner the remaining assets of the Company and all of its direct and indirect subsidiaries, including Comdisco, Inc. The Company reports its net assets in liquidation in one reporting segment. All of the company’s assets and revenue are in North America. Use of Estimates The preparation of the consolidated financial statements (in liquidation) in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of net assets in liquidation through completing the plan of liquidation . Actual results could differ from those estimates. Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany accounts and transactions have been eliminated. Translation Adjustments Revenues, costs and expenses were translated at average rates of exchange prevailing during the period. Due to the substantially complete liquidation of its foreign subsidiaries, translation adjustments were included in revenue if the adjustments were a gain and in cost and expenses if the adjustments were a loss in the consolidated statement of comprehensive income as of September 30, 2014. As of September 30, 2014, the Company no longer has assets or liabilities denominated in any foreign currency. Income Taxes The Company uses the asset and liability method to account for income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial settlement carrying amount of existing assets and liabilities and their respective tax basis. The Company continues to provide a valuation allowance for the remaining value of the deferred tax assets due to uncertainties regarding future earnings. Cash and Cash Equivalents Cash and cash equivalents are comprised of highly liquid debt instruments with original maturities of 90 days or less. Equity Investments Marketable equity securities: Under the going concern basis of accounting , the Company classified all marketable equity securities as available-for-sale. These marketable equity securities were carried at fair value, based on quoted market prices, with unrealized gains and losses excluded from earnings and reported in accumulated other comprehensive income (loss). Equity investments in private companies: Under the going concern basis of accounting, the Company’s policy for assessing the carrying value of private company investments was, in consultation with Windspeed Acquisition Fund GP, LLC (“Windspeed”), to regularly review and estimate the fair value of such investments. The Company also identified and recorded impairment losses on equity investments when market and customer specific events and circumstances indicated the carrying value might be impaired. All write-downs were considered permanent impairments for financial reporting purposes. There were no write-downs of equity securities in the fiscal years ended September 30, 2015 and 2014. All write-downs are considered permanent impairments for financial reporting purposes. Liquidation Basis of Accounting – periods beginning and subsequent to October 1, 2014 Under liquidation basis of accounting, all equity investments are valued at the net realizable value. As of the date of this filing, the Company does not hold any equity investments. Contingent Distribution Rights Liquidation Basis of Accounting – periods beginning and subsequent to October 1, 2014 As of October 1, 2014, the Company has adopted the liquidation basis of accounting. The CDR liability is an amount that is calculated as Total Assets less Total Liabilities (excluding the CDR liability) times 37%. During the current period, the Company estimated an additional CDR liability in the amount of $370,000 (based on the likely anticipated distribution reported by the litigation trustee of Trust Assets in its supplement to the final report filed with the Bankruptcy court on October 6, 2015) and is reflected on the Consolidated Statement of Net Assets in Liquidation as of September 30, 2015 (Liquidation Basis) under Liabilities at Supplemental CDR Liability Due To Anticipated Litigation Trust Distribution. Going Concern Basis of Accounting – periods prior to October 1, 2014 The Company estimated the CDR liability based on the net equity of the Company after taking into consideration future operating costs and expenses, estimated future interest income and the potential net distributions from the Litigation Trust for which estimates were not determinable. Changes in the fair value of investments or recoveries greater than book value were not reflected in the CDR liability until the sale was realized. See the risk factors discussed in Item 1A, “Risk Factors”, particularly the risk entitled “Uncertainties Inherent in the CDR Liability Calculation”. Net Assets in Liquidation Per Common Share Liquidation Basis of Accounting – periods beginning and subsequent to October 1, 2014 Net assets in liquidation per common share are computed by dividing the net assets in liquidation to common stockholders by the weighted average number of common shares outstanding for the period. Basic and Diluted Earnings Per Common Share Going Concern Basis of Accounting – periods prior to October 1, 2014 Earnings per common share basic and diluted were computed by dividing the net earnings (loss) to common stockholders by the weighted average number of common shares outstanding for the period. |
Cumulative Effect of Accounting
Cumulative Effect of Accounting Change/Net Assets in Liquidation | 12 Months Ended |
Sep. 30, 2015 | |
Cumulative Effect of Accounting Change/Net Assets in Liquidation | |
Cumulative Effect of Accounting Change/Net Assets in Liquidation | Note 3. Cumulative Effect of Accounting Change/Net Assets in Liquidation The following is a reconciliation of Stockholder’s Equity under the going concern basis of accounting to net assets in liquidation under the liquidation basis of accounting as of October 1, 2014 (in thousands): Stockholder’s Equity as of September 30, 2014 $ Increase due to estimated net realizable value of equity investments Increase due to estimated net realizable value of other assets Increase for CDR liability Liability for accrued compensation Liability for accrued professional fees Liability for accrued other costs Income taxes payable Liability for estimated disposal costs of liquidation Adjustment to reflect the change to the liquidation basis of accounting Estimated value of net assets in liquidation as of October 1, 2014 $ In applying liquidation basis of accounting, the Company recognized a net increase of $2,947,000 in its estimated value of net assets in liquidation. The net assets in liquidation as of September 30, 2015 have been reduced to $18,042,000 primarily due to a liquidating distribution during the twelve months ended September 30, 2015. Therefore, as of September 30, 2015, the projected future liquidating distribution would be approximately $4.48 per common share. This estimate of the liquidating distribution includes projections of costs and expenses to be incurred during the time period estimated to complete the plan of liquidation. There is inherent uncertainty with these projections, and they could change materially based on the timing of the completion of all the steps necessary for the liquidation. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 12 Months Ended |
Sep. 30, 2015 | |
Recently Issued Accounting Standards | |
Recently Issued Accounting Standards | Note 4 – Recently Issued Accounting Standards From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (the “FASB”) or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s consolidated financial statements upon adoption. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2015 | |
Income Taxes | |
Income Taxes | Note 5 - Income Taxes During the fiscal year ended September 30, 2015, the Company paid $211,000 in estimated payments to the Internal Revenue Service (“IRS”) as a result of alternative minimum tax (“AMT”) due on the taxable income generated from the gain on sale of equity investments. This amount was accrued upon the adoption of the liquidation basis of accounting as of October 1, 2014. There was no current Illinois tax expense due as a result of utilizing net operating loss (“NOL”) carryforwards to offset the taxable income. During the fiscal year ended September 30, 2014, the Company recorded a net income tax benefit of $550,000 which was a result of U.S. tax expense of $185,000 and an income tax benefit of $735,000 related to its Canadian subsidiary. During the fiscal year ended September 30, 2015, the Company also paid $15,000 in payments to the IRS and paid $75,000 in payments to the Illinois Department of Revenue related to the fiscal year ended September 30, 2014. During the fiscal year ended September 30, 2014, the Company paid $18,000 estimated payments to the IRS and paid $77,000 in estimated payments to the Illinois Department of Revenue. During the fiscal year ended September 30, 2014, the Company’s Canadian subsidiary received tax refunds totaling approximately $733,000 from the provincial government of Ontario, Canada, paid a withholding tax to the Canada Revenue Agency (“CRA”) on the liquidating distribution in the amount of approximately $257,000 and paid approximately $2,000 in income tax to the provincial government of Alberta, Canada . Deferred tax assets at September 30, 2015 and 2014 were as follows (in thousands): 2015 2014 Deferred tax assets: Foreign loss carryforwards $ 0 $ 0 U.S. and state NOL carryforward AMT credit carryforwards Gross deferred tax assets Less: valuation allowance Net deferred tax assets $ 0 $ 0 The Company provides a valuation allowance for the remaining value of the deferred tax assets due to it being more likely than not that they will not be utilized in the future. As of September 30, 2015, the company has federal NOL carryforwards of approximately $102,875,000 expiring between years 2023 and 2033 and domestic state NOL carryforwards of approximately $5,811,000 expiring between years 2016 and 2025. At September 30, 2015, the Company has available for U.S. federal income tax purposes the following carryforwards (in thousands): Year scheduled to expire Net operating loss 2023 $ 227,448 2024 2025 2031 2032 2033 $ 302,575 For U.S. federal income tax purposes, the Company has $75,824,000 of AMT credit carryforwards available to reduce regular taxes in future years. AMT credit carryforwards do not have an expiration date. The Company does not believe that it is more likely than not that the Company will generate sufficient future taxable income to realize the benefit of the AMT credit carryforwards. As such, the Company has recognized a valuation allowance of $75,824,000 to offset this deferred tax asset. The Company files income tax returns in the U.S. federal jurisdiction and the State of Illinois. As of the date of this filing, the only federal tax years open to exam are fiscal years ended September 30, 2012 through September 30, 2014. The Company’s Canadian subsidiary, CCL, was liquidated during the fiscal year ended September 30, 2014 and recorded approximately $735,000 of net income tax benefit due to the reversal of income tax liabilities. CCL filed its final Canadian tax return and received the final Notice of Assessment dated July 17, 2014 showing a zero balance. Uncertain Tax Positions: As of September 30, 2015 and September 30, 2014, the Company no longer has any uncertain tax positions. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands) (excluding interest and penalties): September 30, 2014 Beginning balance $ 1,371 Decreases related to settlements of certain tax audits Increases related to settlements of certain tax audits Decreases related to prior year tax positions Increases related to prior year tax positions Other Ending balance $ |
Equity Investments
Equity Investments | 12 Months Ended |
Sep. 30, 2015 | |
Equity Investments. | |
Equity Investments | Note 6 – Equity Investments The Company’s estimate of the fair value of its private company investments was made in consultation with Windspeed, a professional management group, who manages the Company’s equity investments on an ongoing basis. Windspeed shares in the net receipts from the sale of the Company’s equity investments at a set percentage in certain designated portions of the portfolio of companies. The Windspeed February 2004 management agreement was extended on April 5, 2011 (with an effective date of February 21, 2011) until February 20, 2013 (the “Initial Extension”). The Windspeed management agreement was subsequently extended effective February 21, 2013 through February 20, 2015 and extended again effective February 12, 2015 through February 12, 2017 (the “Subsequent Extensions”). Prior to the Initial Extension, Windspeed received fixed and declining management fees. Under the terms of the Initial and Subsequent Extensions, Windspeed is not, and will not, be paid any ongoing management fees. In lieu of such management fee payment, 100% of any proceeds from certain designated companies in the portfolio will go to Windspeed. Realized gains on the sale of equity investments are presented on a gross basis. Any management sharing amounts with Windspeed are included in accrued professional fees. The Company has received approximately $89,239,000 in proceeds (prior to management fees and sharing) since the inception of the management agreement with Windspeed. Windspeed has received a combined $15,444,000 in management fees and sharing through September 30, 2015. Marketable equity investments: During April 2015, t he Company discovered that it had received 1,499 shares in NxStage Medical, Inc., a publicly traded company. The shares were received in 1999 as part of a product spinoff from a former customer who subsequently went out of business. During the twelve months September 30, 2015, these shares were sold for approximately $22,600 before Windspeed management sharing of approximately $3,400. As of September 30, 2015, the Company does not own any shares in publicly traded companies. In addition, the Company held a limited number of securities in trust for a deferred compensation plan which are not available for distribution under the Plan. Equity investments in private companies: Under the going concern basis of accounting, the Company’s policy for assessing the carrying value of private company investments was, in consultation with Windspeed, to regularly review and estimate the fair value of such investments. The Company also identified and recorded impairment losses on equity investments when market and customer specific events and circumstances indicated the carrying value might be impaired. All write-downs were considered permanent impairments for financial reporting purposes. There were no write-downs of equity securities in the fiscal years ended September 30, 2015 and 2014. As of September 30, 2015, the Company had no investments in private companies. The Company sold its remaining preferred stock holdings in private companies during the twelve months ended September 30, 2015 for $433,000 and received net proceeds of $368,000 after Windspeed management sharing of $65,000. See Note 10 of these Notes to Consolidated Financial Statement (In Liquidation) for the fair value disclosur e |
Other Assets
Other Assets | 12 Months Ended |
Sep. 30, 2015 | |
Other Assets. | |
Other Assets | Note 7. Other Assets During the quarter ended September 30, 2014, it was announced that Ebates, Inc. (“Ebates”) would be acquired by Rakuten, Inc., a Japanese company (“Rakuten”). The Plan of Merger was signed on September 24, 2014, pending various conditions, including regulatory approval. On October 9, 2014, Rakuten completed the acquisition and on October 29, 2014, the Company received the initial distribution. The gross proceeds distributed were approximately $17,720,000 of which the Company received approximately $15,144,000 in net proceeds and Windspeed received approximately $2,576,000 in management sharing. The Company holds a $1,911,000 receivable from securities sold before Windspeed management sharing as of September 30, 2015 related to the Ebates transaction. Such proceeds are held in escrow under the terms of the merger documents until January 2016. The actual amount to be distributed from the escrow may be impacted by provisions of, and claims asserted against, the escrow. The Company holds legally restricted cash in the amount of $4,000,000 as of September 30, 2015 and September 30, 2014 which is an indemnification reserve set aside by the Company for any potential indemnified losses in lieu of the litigation trustee purchasing insurance coverage. Assets held in trust for deferred compensation plan are assets that were held in a Rabbi Trust for the benefit of deferred employee compensation and are not available for distribution under the Plan. Other assets on the Consolidated Statement of Net Assets in Liquidation include such assets as accounts receivable, tax receivable, estimated recoveries and estimated accrued interest income expected to be received before liquidation. |
Other Financial Information
Other Financial Information | 12 Months Ended |
Sep. 30, 2015 | |
Other Financial Information | |
Other Financial Information | Note 8. Other Financial Information The liability for accrued compensation includes payroll and estimated amounts payable under the approved compensation plans. There is a separate liability representing the accrued liability for assets held in trust for the deferred compensation plan that was previously included in the accrued compensation liability as of September 30, 2014. The liability for accrued professional fees includes projected future costs for outside counsel for the corporate, bankruptcy, liquidation and SEC requirements, outside accounting and audit services, consulting fees, Windspeed management sharing and corporate bankruptcy required work. The liability for other accrued costs includes: a projected liability pursuant to the Global Settlement Agreement (the “GSA”); projected future costs for rent, insurance, travel, miscellaneous other corporate expenses; and, an accrued VAT liability for a foreign jurisdiction. The liability for accrued estimated disposal costs of liquidation includes projected future costs to continue to store and dispose of the Company’s paper and electronic records. Contingent Distribution Rights Although the CDRs trade over-the-counter, for financial reporting purposes, the Company records CDRs as a liability under both the going concern and liquidation bases of accounting and as an operating expense under the going concern basis of accounting. The Plan entitled holders of CDRs to previously share at increasing percentages in the proceeds realized from the Company’s assets based upon the present value of distributions to certain C-4 creditors in the bankruptcy estate of Comdisco, Inc. However, as of September 30, 2015, the sharing percentage is 37%, which is the maximum sharing percent. As of the date of this filing, there were 1,840 holders of record of the Company’s CDRs and there were 148,448,188 outstanding CDRs. In furtherance of the settlement in the GSA, the Company will repurchase approximately 3,000,000 CDRs from the litigation trustee at a discounted purchase price of approximately $0.06898 per CDR. The CDRs were acquired by the litigation trustee in the SIP Litigation. Shortly after the repurchase, the Company will cancel those CDRs. The number of holders of CDRs may, or may not, be affected by such repurchase and cancellation. As of October 1, 2014, the Company has adopted the liquidation basis of accounting. The CDR liability is an amount that is calculated as Total Assets less Total Liabilities (excluding the CDR liability) times 37%. During the current period, the Company estimated an additional CDR liability in the amount of $370,000 (based on the likely anticipated distribution reported by the litigation trustee of Trust Assets in its supplement to the final report filed with the Bankruptcy court on October 6, 2015) and is reflected on the Consolidated Statement of Net Assets in Liquidation as of September 30, 2015 (Liquidation Basis) under Liabilities at Supplemental CDR Liability Due To Anticipated Litigation Trust Distribution. The Company made a CDR payment of approximately $5,550,000 during the twelve months ended September 30, 2015. |
Common Stock
Common Stock | 12 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity | |
Common Stock | Note 9 - Common Stock As of September 30, 2015, the Company had 4,028,951 shares of Common Stock issued and outstanding. In furtherance of the settlement in the GSA, the Company will repurchase 26 shares of common stock from the litigation trustee at a discounted price of approximately $4.33 per share. These shares were acquired by the litigation trustee in the SIP Litigation. Shortly thereafter, the Company will cancel those shares. Consistent with past practices, the Company intends to treat any future dividend distribution for federal income tax purposes as part of a series of liquidating distributions in complete liquidation of the Company. Liquidation Basis of Accounting — periods beginning and subsequent to October 1, 2014 The Company’s Common Stock share amounts for Net Assets in Liquidation per share calculations were as follows (in thousands, except per share data), as of September 30, 2015: Year ended September 30, 2015 Average common shares issued Average common shares retired Net assets in liquidation $ 18,042 Net assets in liquidation per common share $ 4.48 Going Concern Basis of Accounting – periods prior to October 1, 2014 The Company’s Common Stock share amounts for basic and diluted earnings per share calculations were as follows (in thousands, except per share data) as of September 30, 2014: Year ended September 30, 2014 Average common shares issued Average common shares retired Net earnings to common stockholders $ Basic and diluted earnings per common share $ |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Sep. 30, 2015 | |
Fair Value Measurements | |
Fair Value Measurements | Note 10 - Fair Value Measurements The three levels of inputs used to measure fair value are as follows: · Level 1 – Quoted prices in active markets for identical assets and liabilities. · Level 2 – Quoted prices in active markets for similar assets and liabilities, or other inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. · Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes merger documents, certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs. The Company has included a tabular disclosure for financial assets that are measured at fair value on a recurring basis in the consolidated statement of net assets in liquidation as of the year ending September 30, 2015 and in the consolidated balance sheet as of the year ending September 30, 2014. The Company holds no financial liabilities that are measured at fair value on a recurring basis. September 30, 2015 Level 1 Level 2 Level 3 Total Fair Value Assets Money market accounts $ $ $ $ Equity investments (A) Assets held in trust for deferred compensation plan (C) Total $ $ $ $ September 30, 2014 Level 1 Level 2 Level 3 Total Fair Value Assets Money market accounts $ $ $ $ Equity investments (B) Assets held in trust for deferred compensation plan (C) Total $ $ $ $ (A) As of September 30, 2015, all equity investments have been sold. (B) As of September 30, 2014, equity investments for Level 2 and 3 were made up of stock in three privately held companies; FMV on a gross basis was $20,379,000 with Windspeed management sharing of $2,965,000 and a net fair value balance of $17,414,000 (C) Assets held in trust for deferred compensation plan were made up of bonds, equity and money market funds. These assets were held in a Rabbi Trust for the benefit of deferred employee compensation not available for distribution under the Plan. Reconciliation of financial assets measured at fair value on a recurring basis using Level 3 inputs for the years ended September 30, 2015 and 2014 is as follows: Fair Value September 30, 2014 Realized Change in Unrealized Estimated Value Decrease due to impairment of assets Increase due to purchase of shares Decrease in cost basis due to sale Decrease due to transfer from Level 3 to Level 2 Fair Value September 30, 2015 Level 3 only Equity investments $ $ $ $ $ $ $ $ Fair Value September 30, 2013 Realized Change in Unrealized Estimated Value Decrease due to impairment of assets Increase due to purchase of shares Decrease in cost basis due to sale Decrease due to transfer from Level 3 to Level 1 Fair Value September 30, 2014 Level 3 only Equity investments $ $ $ $ $ $ $ $ |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Sep. 30, 2015 | |
Quarterly Financial Data (Unaudited) | |
Quarterly Financial Data (Unaudited) | Note 11 – Quarterly Financial Data (Unaudited) Liquidation Basis of Accounting – periods beginning and subsequent to October 1, 2014 Summarized quarterly financial data for the fiscal year ended September 30, 2015 is as follows (in thousands except per share data): As of December 31, 2014 As of March 31, 2015 As of June 30, 2015 As of September 30, 2015 Net Assets in Liquidation $ 27,984 $ 18,320 $ 18,354 $ 18,042 Net Assets in Liquidation per common share $ 6.95 $ 4.55 $ 4.56 $ 4.48 Going Concern Basis of Accounting — periods prior to October 1, 2014 Summarized quarterly financial data for the fiscal year ended September 30, 2014, and as of each respective quarter end, is as follows (in thousands except per share data): December 31, 2013 March 31, 2014 June 30, 2014 September 30, 2014 Total revenue $ 30 $ $ $ Net earnings (loss) $ $ $ $ Basic and diluted earnings (loss) per common share $ (0.30) $ $ $ |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2015 | |
Subsequent Events | |
Subsequent Events | Note 12 - Subsequent Events Litigation Trust Settlement Update On October 6, 2015, the litigation trustee filed with the United States Bankruptcy Court for the Northern District of Illinois Eastern Division a motion (the “Motion”) seeking the entry of an order to (i) approve a proposed settlement with the remaining federal and state defendants who had executed promissory notes in connection with Comdisco, Inc.’s Shared Investment Plan, (ii) approve the filing of the final report of the litigation trustee and (iii) upon the wind down of the Comdisco Litigation Trust and final disbursement of its net proceeds to the beneficiaries, terminate the Comdisco Litigation Trust and discharge the litigation trustee and the Comdisco Litigation Trust Advisory Board. On November 23, 2015, a hearing was held in the Bankruptcy court and the judge granted an order approving the Motion and set a hearing for April 1, 2016. The financial impact of the GSA is included in the Statement of Net Assets in Liquidation as of September 30, 2015. Payments made from Assets Held in Trust for the Deferred Compensation Plan and Accrued Compensation On October 13, 2015, the Company approved payments from the Assets Held in Trust for the Deferred Compensation Plan and Accrued Compensation. Substantially all the payments were made on November 20, 2015. There is no change in Net Assets in Liquidation as these payments were previously accrued. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Sep. 30, 2015 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation In this Annual Report on Form 10-K, references to “the Company,” “Comdisco Holding,” “we,” “us” and “our” mean Comdisco Holding Company, Inc., its consolidated subsidiaries, including Comdisco, Inc., Comdisco Ventures Fund A, LLC (formerly Comdisco Ventures, Inc.), and its predecessors, except in each case where the context indicates otherwise. References to “Comdisco, Inc.” mean Comdisco, Inc. and its subsidiaries, prior to the Company’s emergence from bankruptcy on August 12, 2002, except where the context indicates otherwise. Liquidation Basis of Accounting – periods beginning and subsequent to October 1, 2014 Under the Plan, the Company was charged with, and has been, liquidating its assets. While there have been no changes either to the Plan, or the Company’s obligations under it, the Company adopted ASU 2013-07, Liquidation Basis of Accounting as of October 1, 2014 and accordingly, determined that liquidation was imminent. Therefore, effective October 1, 2014, the Company applied the liquidation basis of accounting on a prospective basis in conformity with accounting principles generally accepted in the United States of America. The liquidation basis of accounting requires the Company to estimate net cash flows from operations and to accrue all costs associated with implementing and completing the plan of liquidation and requires management to make estimates that affect the amounts reported in the consolidated financial statements and the related notes. To the extent there are any changes in the Company’s October 1, 2014 initial estimates, there will be changes reflected in the Statement of Changes in Net Assets in Liquidation. As cash is received or paid, consistent with the Company’s initial estimates, there will be no change to the Net Assets in Liquidation which is the amount expected to be available for eventual distribution to the common stockholders. However, any cash distribution to the common stockholders during a fiscal quarter would be shown as a change in Net Assets in Liquidation during such fiscal quarter. The Company has material restrictions on its ability, and does not expect, to make significant investments in new or additional assets. The Company continually evaluates opportunities for the orderly sale and collection of its remaining assets. The Company is currently projecting December 31, 2016 as the end date for its wind down of operations. It is anticipated that by this date the Company will have, among other things: finalized the settlement of the SIP, received the projected escrow funds from the Ebates transaction, reduced all of its assets to cash, resolved its final federal and state tax obligations, determined its final CDR liability (which will include the impact of the actual distribution by the Litigation Trust to the C-4 creditors), made distributions of all available cash to holders of its common stock and CDRs in the manner and priorities set forth in the Plan, cancelled such common stock and CDRs and completed all regulatory filings. Accordingly, it has made appropriate expense accruals for such time period in its calculation of Net Assets in Liquidation. However, the projected remaining wind down period could be either shortened or lengthened by other intervening matters not currently known to management. The costs in liquidation will generally be incurred ratably over the remaining anticipated time frame. If the timing of any of these steps changes, the future accrued costs may change. Results could differ from these estimates and may affect the net assets in liquidation and actual cash flows. From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board or other standard setting bodies that are adopted by the Company as of the specified effective date. Unless otherwise discussed, the Company believes that the impact of recently issued standards that are not yet effective will not have a material impact on the Company’s consolidated financial statements upon adoption. Going Concern Basis of Accounting – periods prior to October 1, 2014 The consolidated financial statements for the period ended September 30, 2014, were prepared on the going concern basis of accounting, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. Prior period financial results have not been restated under the liquidation basis of accounting. |
Nature of Operations | Nature of Operations Comdisco Holding Company, Inc. was formed on August 8, 2002 for the purpose of selling, collecting or otherwise reducing to money in an orderly manner the remaining assets of the Company and all of its direct and indirect subsidiaries, including Comdisco, Inc. The Company reports its net assets in liquidation in one reporting segment. All of the company’s assets and revenue are in North America. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements (in liquidation) in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of net assets in liquidation through completing the plan of liquidation . Actual results could differ from those estimates. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany accounts and transactions have been eliminated. |
Translation Adjustments | Translation Adjustments Revenues, costs and expenses were translated at average rates of exchange prevailing during the period. Due to the substantially complete liquidation of its foreign subsidiaries, translation adjustments were included in revenue if the adjustments were a gain and in cost and expenses if the adjustments were a loss in the consolidated statement of comprehensive income as of September 30, 2014. As of September 30, 2014, the Company no longer has assets or liabilities denominated in any foreign currency. |
Income Taxes | Income Taxes The Company uses the asset and liability method to account for income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial settlement carrying amount of existing assets and liabilities and their respective tax basis. The Company continues to provide a valuation allowance for the remaining value of the deferred tax assets due to uncertainties regarding future earnings. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents are comprised of highly liquid debt instruments with original maturities of 90 days or less. |
Equity Investments | Equity Investments Marketable equity securities: Under the going concern basis of accounting , the Company classified all marketable equity securities as available-for-sale. These marketable equity securities were carried at fair value, based on quoted market prices, with unrealized gains and losses excluded from earnings and reported in accumulated other comprehensive income (loss). Equity investments in private companies: Under the going concern basis of accounting, the Company’s policy for assessing the carrying value of private company investments was, in consultation with Windspeed Acquisition Fund GP, LLC (“Windspeed”), to regularly review and estimate the fair value of such investments. The Company also identified and recorded impairment losses on equity investments when market and customer specific events and circumstances indicated the carrying value might be impaired. All write-downs were considered permanent impairments for financial reporting purposes. There were no write-downs of equity securities in the fiscal years ended September 30, 2015 and 2014. All write-downs are considered permanent impairments for financial reporting purposes. Liquidation Basis of Accounting – periods beginning and subsequent to October 1, 2014 Under liquidation basis of accounting, all equity investments are valued at the net realizable value. As of the date of this filing, the Company does not hold any equity investments. |
Contingent Distribution Rights | Contingent Distribution Rights Liquidation Basis of Accounting – periods beginning and subsequent to October 1, 2014 As of October 1, 2014, the Company has adopted the liquidation basis of accounting. The CDR liability is an amount that is calculated as Total Assets less Total Liabilities (excluding the CDR liability) times 37%. During the current period, the Company estimated an additional CDR liability in the amount of $370,000 (based on the likely anticipated distribution reported by the litigation trustee of Trust Assets in its supplement to the final report filed with the Bankruptcy court on October 6, 2015) and is reflected on the Consolidated Statement of Net Assets in Liquidation as of September 30, 2015 (Liquidation Basis) under Liabilities at Supplemental CDR Liability Due To Anticipated Litigation Trust Distribution. Going Concern Basis of Accounting – periods prior to October 1, 2014 The Company estimated the CDR liability based on the net equity of the Company after taking into consideration future operating costs and expenses, estimated future interest income and the potential net distributions from the Litigation Trust for which estimates were not determinable. Changes in the fair value of investments or recoveries greater than book value were not reflected in the CDR liability until the sale was realized. See the risk factors discussed in Item 1A, “Risk Factors”, particularly the risk entitled “Uncertainties Inherent in the CDR Liability Calculation”. |
Net Assets In Liquidation Per Common Share | Net Assets in Liquidation Per Common Share Liquidation Basis of Accounting – periods beginning and subsequent to October 1, 2014 Net assets in liquidation per common share are computed by dividing the net assets in liquidation to common stockholders by the weighted average number of common shares outstanding for the period. |
Basic and Diluted Earnings Per Common Share | Basic and Diluted Earnings Per Common Share Going Concern Basis of Accounting – periods prior to October 1, 2014 Earnings per common share basic and diluted were computed by dividing the net earnings (loss) to common stockholders by the weighted average number of common shares outstanding for the period. |
Cumulative Effect of Accounti24
Cumulative Effect of Accounting Change/Net Assets in Liquidation (Table) | 12 Months Ended |
Sep. 30, 2015 | |
Cumulative Effect of Accounting Change/Net Assets in Liquidation | |
Schedule of reconciliation of Stockholder's Equity under the going concern basis of accounting to net assets in liquidation under the liquidation basis of accounting | Stockholder’s Equity as of September 30, 2014 $ Increase due to estimated net realizable value of equity investments Increase due to estimated net realizable value of other assets Increase for CDR liability Liability for accrued compensation Liability for accrued professional fees Liability for accrued other costs Income taxes payable Liability for estimated disposal costs of liquidation Adjustment to reflect the change to the liquidation basis of accounting Estimated value of net assets in liquidation as of October 1, 2014 $ |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Income Taxes | |
Schedule of deferred tax assets | Deferred tax assets at September 30, 2015 and 2014 were as follows (in thousands): 2015 2014 Deferred tax assets: Foreign loss carryforwards $ 0 $ 0 U.S. and state NOL carryforward AMT credit carryforwards Gross deferred tax assets Less: valuation allowance Net deferred tax assets $ 0 $ 0 |
Schedule of net operating loss carryforwards | At September 30, 2015, the Company has available for U.S. federal income tax purposes the following carryforwards (in thousands): Year scheduled to expire Net operating loss 2023 $ 227,448 2024 2025 2031 2032 2033 $ 302,575 |
Schedule of reconciliation of the beginning and ending amount of unrecognized tax benefits (excluding interest and penalties) | As of September 30, 2015 and September 30, 2014, the Company no longer has any uncertain tax positions. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows (in thousands) (excluding interest and penalties): September 30, 2014 Beginning balance $ 1,371 Decreases related to settlements of certain tax audits Increases related to settlements of certain tax audits Decreases related to prior year tax positions Increases related to prior year tax positions Other Ending balance $ |
Common Stock (Tables)
Common Stock (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity | |
Schedule of Common Stock share amounts for Net Assets in Liquidation per share calculations | Year ended September 30, 2015 Average common shares issued Average common shares retired Net assets in liquidation $ 18,042 Net assets in liquidation per common share $ 4.48 |
Schedule of Common Stock share amounts for basic and diluted earnings per share calculations | Year ended September 30, 2014 Average common shares issued Average common shares retired Net earnings to common stockholders $ Basic and diluted earnings per common share $ |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Fair Value Measurements | |
Schedule of financial assets that are measured at fair value on a recurring basis | September 30, 2015 Level 1 Level 2 Level 3 Total Fair Value Assets Money market accounts $ $ $ $ Equity investments (A) Assets held in trust for deferred compensation plan (C) Total $ $ $ $ September 30, 2014 Level 1 Level 2 Level 3 Total Fair Value Assets Money market accounts $ $ $ $ Equity investments (B) Assets held in trust for deferred compensation plan (C) Total $ $ $ $ (A) As of September 30, 2015, all equity investments have been sold. (B) As of September 30, 2014, equity investments for Level 2 and 3 were made up of stock in three privately held companies; FMV on a gross basis was $20,379,000 with Windspeed management sharing of $2,965,000 and a net fair value balance of $17,414,000 (C) Assets held in trust for deferred compensation plan were made up of bonds, equity and money market funds. These assets were held in a Rabbi Trust for the benefit of deferred employee compensation not available for distribution under the Plan. |
Schedule of reconciliation of financial assets measured at fair value on a recurring basis using Level 3 inputs | Reconciliation of financial assets measured at fair value on a recurring basis using Level 3 inputs for the years ended September 30, 2015 and 2014 is as follows: Fair Value September 30, 2014 Realized Change in Unrealized Estimated Value Decrease due to impairment of assets Increase due to purchase of shares Decrease in cost basis due to sale Decrease due to transfer from Level 3 to Level 2 Fair Value September 30, 2015 Level 3 only Equity investments $ $ $ $ $ $ $ $ Fair Value September 30, 2013 Realized Change in Unrealized Estimated Value Decrease due to impairment of assets Increase due to purchase of shares Decrease in cost basis due to sale Decrease due to transfer from Level 3 to Level 1 Fair Value September 30, 2014 Level 3 only Equity investments $ $ $ $ $ $ $ $ |
Quarterly Financial Data (Una28
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Quarterly Financial Data (Unaudited) | |
Summary of quarterly financial data | Summarized quarterly financial data for the fiscal year ended September 30, 2015 is as follows (in thousands except per share data): As of December 31, 2014 As of March 31, 2015 As of June 30, 2015 As of September 30, 2015 Net Assets in Liquidation $ 27,984 $ 18,320 $ 18,354 $ 18,042 Net Assets in Liquidation per common share $ 6.95 $ 4.55 $ 4.56 $ 4.48 Going Concern Basis of Accounting — periods prior to October 1, 2014 Summarized quarterly financial data for the fiscal year ended September 30, 2014, and as of each respective quarter end, is as follows (in thousands except per share data): December 31, 2013 March 31, 2014 June 30, 2014 September 30, 2014 Total revenue $ 30 $ $ $ Net earnings (loss) $ $ $ $ Basic and diluted earnings (loss) per common share $ (0.30) $ $ $ |
Reorganization (Details)
Reorganization (Details) | Jul. 16, 2001subsidiary |
Predecessor | |
Reorganization | |
Number of domestic subsidiaries filed voluntary petitions for relief under Chapter 11 | 50 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Details) | 12 Months Ended | |
Sep. 30, 2015USD ($)segment | Sep. 30, 2014USD ($) | |
Investment Holdings [Line Items] | ||
Number of reportable segments | segment | 1 | |
Write-downs of equity securities | $ 0 | |
Maximum sharing percentage of CDR holders | 37.00% | |
Liquidation Basis | ||
Investment Holdings [Line Items] | ||
Write-downs of equity securities | $ 0 | |
Additional estimated CDR liability | $ 370,000 |
Cumulative Effect of Accounti31
Cumulative Effect of Accounting Change/Net Assets in Liquidation (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2015 | Oct. 01, 2014 | Sep. 30, 2014 | Sep. 30, 2013 | |
Reconciliation of Stockholder's Equity under the going concern basis of accounting to net assets in liquidation under the liquidation basis of accounting | ||||||||
Stockholder's Equity | $ 25,211 | $ 24,362 | ||||||
Liquidation Basis | ||||||||
Reconciliation of Stockholder's Equity under the going concern basis of accounting to net assets in liquidation under the liquidation basis of accounting | ||||||||
Increase due to estimated net realizable value of equity investments | $ 19,349 | |||||||
Increase due to estimated net realizable value of other assets | 157 | |||||||
Increase for CDR liability | (6,101) | |||||||
Liability for accrued compensation | (4,086) | |||||||
Liability for accrued professional fees | (4,623) | |||||||
Liability for accrued other costs | (1,349) | |||||||
Income taxes payable | (232) | |||||||
Liability for estimated disposal costs of liquidation | (168) | |||||||
Adjustment to reflect the change to the liquidation basis of accounting | 2,947 | |||||||
Estimated value of net assets in liquidation | $ 18,042 | $ 18,354 | $ 18,320 | $ 27,984 | $ 18,042 | $ 28,158 | $ 28,158 | |
Liquidating distribution per common share | $ 4.48 | $ 4.56 | $ 4.55 | $ 6.95 | $ 4.48 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Income Taxes | ||
Amount paid | $ 354,000 | |
Net income tax benefit | 550,000 | |
US tax expense | 185,000 | |
Tax refunds received | 733,000 | |
IRS | ||
Income Taxes | ||
Amount paid | 18,000 | |
Illinois Department of Revenue | ||
Income Taxes | ||
Amount paid | 77,000 | |
CRA | ||
Income Taxes | ||
Withholding tax paid on the liquidating distribution | 257,000 | |
Provincial government of Alberta, Canada | ||
Income Taxes | ||
Amount paid | 2,000 | |
Liquidation Basis | ||
Income Taxes | ||
Amount paid | $ 301,000 | |
Liquidation Basis | IRS | Current fiscal year | ||
Income Taxes | ||
Amount paid | 211,000 | |
Liquidation Basis | IRS | Fiscal year ended September 30, 2014 | ||
Income Taxes | ||
Amount paid | 15,000 | |
Liquidation Basis | Illinois Department of Revenue | ||
Income Taxes | ||
State tax expense | 0 | |
Liquidation Basis | Illinois Department of Revenue | Fiscal year ended September 30, 2014 | ||
Income Taxes | ||
Amount paid | $ 75,000 | |
CCL | ||
Income Taxes | ||
Net income tax benefit | 735,000 | |
Income tax benefit related to foreign subsidiary | 735,000 | |
CCL | Province of Ontario tax authority | ||
Income Taxes | ||
Tax refunds received | $ 733,000 |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Deferred tax assets: | ||
Foreign loss carryforwards | $ 0 | |
U.S. and state NOL carryforward | 112,902,000 | |
AMT credit carryforwards | 75,622,000 | |
Gross deferred tax assets | 188,524,000 | |
Less: valuation allowance | (188,524,000) | |
Net deferred tax assets | $ 0 | |
Liquidation Basis | ||
Deferred tax assets: | ||
Foreign loss carryforwards | $ 0 | |
U.S. and state NOL carryforward | 108,686,000 | |
AMT credit carryforwards | 75,824,000 | |
Gross deferred tax assets | 184,510,000 | |
Less: valuation allowance | (184,510,000) | |
Net deferred tax assets | 0 | |
Net operating losses | 302,575,000 | |
Liquidation Basis | Federal | ||
Deferred tax assets: | ||
Net operating losses | 102,875,000 | |
Liquidation Basis | Domestic state | ||
Deferred tax assets: | ||
Net operating losses | $ 5,811,000 |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Net operating loss carryforwards | ||
AMT credit carryforwards | $ 75,622,000 | |
Valuation allowance | $ 188,524,000 | |
Liquidation Basis | ||
Net operating loss carryforwards | ||
Net operating loss | $ 302,575,000 | |
AMT credit carryforwards | 75,824,000 | |
Valuation allowance | 184,510,000 | |
Liquidation Basis | Operating Loss Carryforwards Expiration Period 2023 | ||
Net operating loss carryforwards | ||
Net operating loss | 227,448,000 | |
Liquidation Basis | Operating Loss Carryforwards Expiration Period 2024 | ||
Net operating loss carryforwards | ||
Net operating loss | 37,101,000 | |
Liquidation Basis | Operating Loss Carryforwards Expiration Period 2025 | ||
Net operating loss carryforwards | ||
Net operating loss | 34,055,000 | |
Liquidation Basis | Operating Loss Carryforwards Expiration Period 2031 | ||
Net operating loss carryforwards | ||
Net operating loss | 657,000 | |
Liquidation Basis | Operating Loss Carryforwards Expiration Period 2032 | ||
Net operating loss carryforwards | ||
Net operating loss | 1,572,000 | |
Liquidation Basis | Operating Loss Carryforwards Expiration Period 2033 | ||
Net operating loss carryforwards | ||
Net operating loss | 1,742,000 | |
Deferred Tax Assets Tax Credit Carryforwards, Alternative Minimum Tax | Liquidation Basis | ||
Net operating loss carryforwards | ||
Valuation allowance | $ 75,824,000 |
Income Taxes (Details 4)
Income Taxes (Details 4) - USD ($) | 12 Months Ended | |
Sep. 30, 2014 | Jul. 17, 2014 | |
Income Taxes | ||
Net income tax benefit | $ 550,000 | |
Income taxes payable | 90,000 | |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | ||
Beginning balance | 1,371,000 | |
Decreases related to settlements of certain tax audits | 0 | |
Increases related to settlements of certain tax audits | 0 | |
Decreases related to prior year tax positions | (1,371,000) | |
Increases related to prior year tax positions | 0 | |
Other | 0 | |
Ending balance | 0 | |
CCL | ||
Income Taxes | ||
Net income tax benefit | $ 735,000 | |
Income taxes payable | $ 0 |
Equity Investments (Detail)
Equity Investments (Detail) | Feb. 21, 2011 | Sep. 30, 2015USD ($)item | Sep. 30, 2014USD ($) | Dec. 31, 1999shares | Sep. 30, 2015USD ($) |
Equity Investments | |||||
Equity Investments in Number of Privately Held Companies | item | 0 | ||||
Equity investment proceeds net of management sharing | $ 1,590,000 | ||||
Write-downs of equity securities | $ 0 | ||||
Liquidation Basis | |||||
Equity Investments | |||||
Equity investment proceeds net of management sharing | $ 15,532,000 | ||||
Write-downs of equity securities | 0 | ||||
NX Stage Medical Inc | |||||
Equity Investments | |||||
Shares received from former customer as a result of product spin off | shares | 1,499 | ||||
NX Stage Medical Inc | Liquidation Basis | |||||
Equity Investments | |||||
Proceeds from sale of equity investments prior to management sharing | 22,600 | ||||
Amount paid for management sharing | 3,400 | ||||
Last two preferred stock holdings in private companies | Liquidation Basis | |||||
Equity Investments | |||||
Proceeds from sale of equity investments prior to management sharing | 433,000 | ||||
Equity investment proceeds net of management sharing | 368,000 | ||||
Amount paid for management sharing | $ 65,000 | ||||
Windspeed | Management agreement With Windspeed | |||||
Equity Investments | |||||
Percentage of proceeds from certain companies in the portfolio that will go to Windspeed | 100.00% | ||||
Windspeed | Management agreement With Windspeed | Liquidation Basis | |||||
Equity Investments | |||||
Proceeds from sale of equity investments prior to management fees and sharing | $ 89,239,000 | ||||
Amount paid to for management fees and sharing | $ 15,444,000 |
Other Assets (Detail)
Other Assets (Detail) - USD ($) | Oct. 29, 2014 | Sep. 30, 2015 | Sep. 30, 2014 |
Receivable from Securities sold | |||
Equity investment proceeds net of management sharing | $ 1,590,000 | ||
Cash - legally restricted | $ 4,000,000 | ||
Liquidation Basis | |||
Receivable from Securities sold | |||
Fair market value of equity investments held in receivables from securities sold | $ 1,911,000 | ||
Equity investment proceeds net of management sharing | 15,532,000 | ||
Cash - legally restricted | 4,000,000 | ||
Liquidation Basis | Ebates | |||
Receivable from Securities sold | |||
Fair market value of equity investments held in receivables from securities sold | $ 1,911,000 | ||
Proceeds from sale of equity investments prior to management sharing | $ 17,720,000 | ||
Equity investment proceeds net of management sharing | 15,144,000 | ||
Liquidation Basis | Ebates | Windspeed | Management agreement With Windspeed | |||
Receivable from Securities sold | |||
Amount paid for management sharing | $ 2,576,000 |
Other Financial Information (De
Other Financial Information (Detail) | 12 Months Ended | |
Dec. 31, 2016$ / sharesshares | Sep. 30, 2015USD ($)itemshares | |
Other financial information | ||
Maximum sharing percentage of CDR holders | 37.00% | |
Number of CDR holders | item | 1,840 | |
Contingent distribution rights outstanding | shares | 148,448,188 | |
Liquidation Basis | ||
Other financial information | ||
Additional estimated CDR liability | $ | $ 370,000 | |
CDR payment | $ | $ 5,550,000 | |
Future | Litigation Trustee | ||
Other financial information | ||
Number of CDRs to be repurchased | shares | 3,000,000 | |
Discounted purchase price (USD per share) | $ / shares | $ 0.06898 |
Common Stock (Details)
Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2016 | Sep. 30, 2015 | Sep. 30, 2014 | Oct. 01, 2014 | |
Class of Stock [Line Items] | ||||||||||||
Shares of common stock issued | 4,028,951 | 4,028,951 | ||||||||||
Shares of common stock outstanding | 4,028,951 | 4,028,951 | ||||||||||
Average common shares issued | 4,200,000 | |||||||||||
Average common shares retired | (171,000) | |||||||||||
Average common shares outstanding | 4,029,000 | |||||||||||
Net earnings (loss) to common stockholders | $ 192 | $ 633 | $ 1,249 | $ (1,219) | $ 855 | |||||||
Basic and diluted earnings per common share (in dollars per share) | $ 0.04 | $ 0.16 | $ 0.31 | $ (0.30) | $ 0.21 | |||||||
Liquidation Basis | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Shares of common stock issued | 4,028,951 | 4,028,951 | ||||||||||
Shares of common stock outstanding | 4,028,951 | 4,028,951 | ||||||||||
Average common shares issued | 4,200,000 | |||||||||||
Average common shares retired | (171,000) | |||||||||||
Average common shares outstanding | 4,029,000 | |||||||||||
NET ASSETS IN LIQUIDATION | $ 18,042 | $ 18,354 | $ 18,320 | $ 27,984 | $ 28,158 | $ 18,042 | $ 28,158 | $ 28,158 | ||||
Net assets in liquidation per common share | $ 4.48 | $ 4.56 | $ 4.55 | $ 6.95 | $ 4.48 | |||||||
Future | Litigation Trustee | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Number of shares of common stock to be repurchased | 26 | |||||||||||
Discounted repurchase price (USD per share) | $ 4.33 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) | 12 Months Ended | |
Sep. 30, 2015USD ($)item | Sep. 30, 2014USD ($)item | |
Fair Value Measurements | ||
Number of privately held companies in which the entity has made equity investments | item | 0 | |
Equity-Investments | ||
Fair Value Measurements | ||
Number of privately held companies in which the entity has made equity investments | item | 3 | |
Fair Value, Measurements, Recurring | ||
Fair Value Measurements | ||
Financial liabilities | $ 0 | |
Assets Fair Value | $ 52,671,000 | |
Fair Value, Measurements, Recurring | Money market accounts | ||
Fair Value Measurements | ||
Assets Fair Value | 31,791,000 | |
Fair Value, Measurements, Recurring | Equity-Investments | ||
Fair Value Measurements | ||
Assets Fair Value | 20,379,000 | |
Fair value of equity investments on a gross basis | 20,379,000 | |
Fair value of management sharing | 2,965,000 | |
Net fair value balance of equity investments | 17,414,000 | |
Fair Value, Measurements, Recurring | Assets held in trust for deferred compensation plan | ||
Fair Value Measurements | ||
Assets Fair Value | 501,000 | |
Fair Value, Measurements, Recurring | Level 1 | ||
Fair Value Measurements | ||
Assets Fair Value | 32,292,000 | |
Fair Value, Measurements, Recurring | Level 1 | Money market accounts | ||
Fair Value Measurements | ||
Assets Fair Value | 31,791,000 | |
Fair Value, Measurements, Recurring | Level 1 | Equity-Investments | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Level 1 | Assets held in trust for deferred compensation plan | ||
Fair Value Measurements | ||
Assets Fair Value | 501,000 | |
Fair Value, Measurements, Recurring | Level 2 | ||
Fair Value Measurements | ||
Assets Fair Value | 19,631,000 | |
Fair Value, Measurements, Recurring | Level 2 | Money market accounts | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Level 2 | Equity-Investments | ||
Fair Value Measurements | ||
Assets Fair Value | 19,631,000 | |
Fair Value, Measurements, Recurring | Level 2 | Assets held in trust for deferred compensation plan | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Level 3 | ||
Fair Value Measurements | ||
Assets Fair Value | 748,000 | |
Fair Value, Measurements, Recurring | Level 3 | Money market accounts | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Level 3 | Equity-Investments | ||
Fair Value Measurements | ||
Assets Fair Value | 748,000 | |
Fair Value, Measurements, Recurring | Level 3 | Assets held in trust for deferred compensation plan | ||
Fair Value Measurements | ||
Assets Fair Value | $ 0 | |
Fair Value, Measurements, Recurring | Liquidation Basis | ||
Fair Value Measurements | ||
Assets Fair Value | 30,406,000 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Money market accounts | ||
Fair Value Measurements | ||
Assets Fair Value | 29,906,000 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Equity-Investments | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Assets held in trust for deferred compensation plan | ||
Fair Value Measurements | ||
Assets Fair Value | 500,000 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 1 | ||
Fair Value Measurements | ||
Assets Fair Value | 30,406,000 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 1 | Money market accounts | ||
Fair Value Measurements | ||
Assets Fair Value | 29,906,000 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 1 | Equity-Investments | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 1 | Assets held in trust for deferred compensation plan | ||
Fair Value Measurements | ||
Assets Fair Value | 500,000 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 2 | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 2 | Money market accounts | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 2 | Equity-Investments | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 2 | Assets held in trust for deferred compensation plan | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 3 | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 3 | Money market accounts | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 3 | Equity-Investments | ||
Fair Value Measurements | ||
Assets Fair Value | 0 | |
Fair Value, Measurements, Recurring | Liquidation Basis | Level 3 | Assets held in trust for deferred compensation plan | ||
Fair Value Measurements | ||
Assets Fair Value | $ 0 |
Fair Value Measurements (Deta41
Fair Value Measurements (Detail 2) - Equity-Investments - USD ($) | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Reconciliation of financial assets measured at fair value on a recurring basis using Level 3 inputs | ||
Fair value at the beginning of the period | $ 748,000 | $ 8,875,000 |
Realized | 0 | |
Change in Unrealized Estimated Value | 11,504,000 | |
Decrease due to impairment of assets | 0 | |
Increase due to purchase of shares | 0 | |
Decrease in cost basis due to sale | 0 | |
Decrease due to transfer from Level 3 to Level 1 or 2 | (19,631,000) | |
Fair value at the end of the period | 748,000 | |
Liquidation Basis | ||
Reconciliation of financial assets measured at fair value on a recurring basis using Level 3 inputs | ||
Fair value at the beginning of the period | 748,000 | |
Realized | (433,000) | |
Change in Unrealized Estimated Value | (315,000) | |
Decrease due to impairment of assets | 0 | |
Increase due to purchase of shares | 0 | |
Decrease in cost basis due to sale | 0 | |
Decrease due to transfer from Level 3 to Level 1 or 2 | 0 | |
Fair value at the end of the period | $ 0 | $ 748,000 |
Quarterly Financial Data (Una42
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Oct. 01, 2014 | |
Quarterly financial data | |||||||||||
Total revenue | $ 11 | $ 11 | $ 1,703 | $ 30 | $ 1,755 | ||||||
Net earnings (loss) to common stockholders | $ 192 | $ 633 | $ 1,249 | $ (1,219) | $ 855 | ||||||
Basic and diluted earnings (loss) per common share (in dollars per share) | $ 0.04 | $ 0.16 | $ 0.31 | $ (0.30) | $ 0.21 | ||||||
Liquidation Basis | |||||||||||
Quarterly financial data | |||||||||||
Net assets in liquidation | $ 18,042 | $ 18,354 | $ 18,320 | $ 27,984 | $ 28,158 | $ 18,042 | $ 28,158 | $ 28,158 | |||
Net assets in liquidation per common share | $ 4.48 | $ 4.56 | $ 4.55 | $ 6.95 | $ 4.48 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands | Nov. 20, 2015USD ($) |
Subsequent Events | Liquidation Basis | |
Subsequent Events | |
Amount of change in Net Assets in Liquidation | $ 0 |