Discontinued Operations | Discontinued Operations On August 9, 2017 , we completed the sale of our high speed optical receivers ("HSOR") business, which was part of our Products and Licensing segment, to an unaffiliated third party for an initial purchase price of $33.5 million , of which $29.5 million in cash has been received, and $4.0 million was placed into escrow until December 15, 2018 for possible working capital adjustments to the purchase price and potential satisfaction of certain post-closing indemnification obligations (the "Transaction"). The purchase price is subject to adjustment in the future based upon a determination of final working capital, as defined in the asset purchase agreement. The HSOR business was a component of the operations of Advanced Photonix, Inc., which we acquired in May 2015. As part of the Transaction, the buyer also hired approximately 49 of our employees who were engaged in the development, manufacture, and sale of HSOR products in addition to certain corporate administrative functions. The buyer will provide certain transition services to us with respect to infrastructure and administration for which we will pay $0.3 million per month for a period of five months, for a total of $1.5 million , following the date of the Transaction. We have recorded this obligation as a reduction of the value of the purchase price. In assessing the fair value of the services expected to be received by us versus those we expect to deliver to the buyer, we concluded that the transition service payments were more closely aligned with the fair value of the assets sold versus the services received and thus should be part of the consideration reconciliation versus operating activities. As of September 30, 2017 , $0.6 million has been paid to the buyer and the remaining $0.9 million is included in accrued liabilities at September 30, 2017 . Our HSOR business accounted for 8.2% of revenues and 10.1% of our cost of revenues for the three months ended September 30, 2017 , and 16.1% of revenues and 18.5% of our costs of revenues for the nine months ended September 30, 2017 . We have reported the results of operations of our HSOR business as discontinued operations in our consolidated financial statements. We allocated a portion of the consolidated tax (benefit)/expense to discontinued operations based on the ratio of the discontinued business's loss/(income) before allocations. The following table presents a summary of the transactions related to the sale. September 30, 2017 (unaudited) Sale price $ 33,500,000 Less: transition services payments (1,500,000 ) Adjusted purchase price 32,000,000 Assets held for sale (16,851,540 ) Liabilities held for sale 2,330,052 Transaction costs (873,473 ) Income tax expense (1,508,373 ) Gain on sale of discontinued operations $ 15,096,666 A ssets and liabilities held for sale as of December 31, 2016 were as follows: December 31, 2016 Assets Current assets: Accounts receivable, net $ 4,028,713 Inventory 1,521,400 Prepaid expenses and other current assets 251,516 Total current assets 5,801,629 Property and equipment, net 3,298,151 Intangible assets, net 5,314,046 Goodwill 1,846,331 Other assets 50,754 Total non-current assets 10,509,282 Total assets held for sale $ 16,310,911 Liabilities Current liabilities: Accounts payable $ 1,511,450 Accrued liabilities 753,556 Deferred revenue 111,697 Total current liabilities 2,376,703 Long-term deferred rent 84,555 Total non-current liabilities 84,555 Total liabilities held for sale $ 2,461,258 The key components of income from discontinued operations were as follows: Three Months Ended Nine Months Ended September 30, 2017 2016 2017 2016 (unaudited) (unaudited) Net revenues $ 1,041,310 $ 3,433,767 $ 6,356,237 $ 13,178,475 Cost of revenues 797,678 2,182,495 4,599,042 8,687,783 Operating expenses 447,854 1,342,117 2,750,951 3,901,685 Other expenses — (1,608 ) — (36,644 ) (Loss)/income before income taxes (204,222 ) (92,453 ) (993,756 ) 552,363 Allocated tax (benefit)/expense (349,515 ) (35,095 ) (349,515 ) 209,678 Operating income/(loss) from discontinued operations 145,293 (57,358 ) (644,241 ) 342,685 Gain on sale, net of related income taxes 15,096,666 — 15,096,666 — Net income/(loss) from discontinued operations $ 15,241,959 $ (57,358 ) $ 14,452,425 $ 342,685 For the nine months ended September 30, 2017 and 2016 , cash flows (used in)/provided by operating activities for discontinued operations were $(0.8) million and $0.2 million , respectively. For the nine months ended September 30, 2017 and 2016 , cash flows provided by/(used in) investing activities for discontinued operations were $27.1 million and $(1.4) million , respectively. |