Discontinued Operations | 9 Months Ended |
Sep. 30, 2013 |
Discontinued Operations And Disposal Groups [Abstract] | ' |
Discontinued Operations | ' |
3. Discontinued Operations |
On March 4, 2013, the Company completed the sale of its Supply Chain Operation business unit (“SCO”), which was previously a reportable segment. The proceeds from the transaction were $97.0 million, plus an adjustment of $1.8 million on account of working capital. As of September 30, 2013, the Company has received net cash proceeds of $94.1 million, net of cash divested of $0.4 million, direct selling costs of $2.9 million and income taxes of $1.4 million. The Company used the proceeds to reduce its outstanding debt under its revolving credit facility. The operating results and gain on sale of SCO have been recorded as a discontinued operation. |
On September 23, 2013, the Company entered into an agreement to sell the shares of its U.S. Less-Than-Truckload business unit (“U.S. LTL”) to Data Processing LLC, a company owned by Matthew Moroun, for cash consideration of $2.0 million and the assumption of $32.8 million of real estate and capital lease debt by the purchaser. In addition, the purchaser agreed to fund cash deficits incurred by U.S. LTL from September 23, 2013 through to the date of closing of the transaction. The transaction closed on October 7, 2013 and the purchaser has funded $1.4 million of cash deficits incurred by U.S. LTL between September 23, 2013 and October 7, 2013. As of September 30, 2013, the Company had received funding of $0.4 million for cash deficits incurred between September 23, 2013 and September 30, 2013. Prior to closing the sale, the Company agreed to capitalize U.S. LTL with cash of $5.0 million. |
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At September 30, 2013, the financial results of U.S. LTL have been recorded as a discontinued operation. As required by U.S. GAAP, the Company compared the fair value less costs to sell of the net assets of U.S. LTL to its carrying value. As a result of the comparison, the Company recorded a $49.7 million non-cash write-down in discontinued operations to write-down the U.S. LTL net assets to zero. The write-down was recorded as a reduction in property and equipment within “current assets of discontinued operations” on the consolidated balance sheet. |
The following table summarizes the operations for all periods presented to classify U.S. LTL and SCO operations as discontinued operations for the three and nine months ended September 30, 2013 and 2012: |
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| | Three months | | | Three months | | | Nine months | | | Nine months | |
Ended | Ended | Ended | Ended |
Sept 30, 2013 | Sept 30, 2012 | Sept 30, 2013 | Sept 30, 2012 |
Revenue | | $ | 101,663 | | | $ | 156,594 | | | $ | 350,241 | | | $ | 483,561 | |
Loss from discontinued operations | | | (24,225 | ) | | | (10,477 | ) | | | (56,144 | ) | | | (18,881 | ) |
Income tax expense | | | (180 | ) | | | (360 | ) | | | (653 | ) | | | (1,151 | ) |
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Loss from discontinued operations, net of income tax | | | (24,405 | ) | | | (10,837 | ) | | | (56,797 | ) | | | (20,032 | ) |
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Gain on sale of SCO | | | — | | | | — | | | | 87,892 | | | | — | |
Income tax expense | | | — | | | | — | | | | (19,019 | ) | | | — | |
Utilization of net operating loss carry-forwards | | | — | | | | — | | | | 17,613 | | | | — | |
| | | | | | | | | | | | | | | | |
| | | — | | | | — | | | | 86,486 | | | | — | |
Reclassification of foreign currency translation from accumulated other comprehensive income | | | — | | | | — | | | | (1,865 | ) | | | — | |
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Net gain on sale of SCO | | | — | | | | — | | | | 84,621 | | | | — | |
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Write-down of U.S. LTL net assets | | | (49,687 | ) | | | — | | | | (49,687 | ) | | | — | |
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Net loss from discontinued operations | | $ | (74,092 | ) | | $ | (10,837 | ) | | $ | (21,863 | ) | | $ | (20,032 | ) |
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The following table summarizes the assets and liabilities of discontinued operations: |
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| | Sept 30, 2013 | | | Dec 31, 2012 | | | | | | | | | |
Accounts receivable | | $ | 45,946 | | | $ | 57,587 | | | | | | | | | |
Income taxes recoverable | | | — | | | | 157 | | | | | | | | | |
Inventory, deposits and prepaid expenses | | | 8,419 | | | | 7,658 | | | | | | | | | |
Property and equipment | | | 19,790 | | | | 79,910 | | | | | | | | | |
Intangible assets | | | 1,408 | | | | 3,457 | | | | | | | | | |
Goodwill | | | — | | | | 8,872 | | | | | | | | | |
Deferred income taxes | | | 61,895 | | | | 64,048 | | | | | | | | | |
Deferred income taxes valuation allowance | | | (61,895 | ) | | | (63,917 | ) | | | | | | | | |
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Total assets from discontinued operations | | $ | 75,563 | | | $ | 157,772 | | | | | | | | | |
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Accounts payable and accrued liabilities | | $ | 42,616 | | | $ | 57,804 | | | | | | | | | |
Income taxes payable | | | 11 | | | | — | | | | | | | | | |
Real estate debt and capital leases | | | 32,936 | | | | 45,034 | | | | | | | | | |
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Total liabilities from discontinued operations | | $ | 75,563 | | | $ | 102,838 | | | | | | | | | |
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