Schedule of Discontinued Operations |
The following table details the final calculation of the gain on sale of the Recycling Subsidiaries, as shown on the income statement (in $000’s):
|
|
|
|
|
|
Total minimum consideration |
$ |
6,023 |
|
Payment from buyer |
3 |
|
Net consideration |
$ |
6,026 |
|
Accounts payable |
5,323 |
|
Accrued liabilities |
1,857 |
|
Accrued liabilities - California state sales tax |
6,320 |
|
Lease liabilities |
5,285 |
|
Debt |
2,139 |
|
Accumulated other comprehensive loss |
(604) |
|
Total disposal of liabilities |
20,320 |
|
Total consideration |
26,346 |
|
Cash |
145 |
|
Accounts receivable |
4,884 |
|
Inventory |
67 |
|
Property, plant and equipment |
2,767 |
|
Intangible assets |
732 |
|
Right-of-use assets |
5,075 |
|
Other assets |
574 |
|
Total disposal of assets |
14,244 |
|
Total gain on sale |
$ |
12,102 |
|
The following table illustrates the calculation of the gain on sale of GeoTraq, including the charges to income referenced above, as shown on the income statement (in $000’s):
|
|
|
|
|
|
Purchase price |
$ |
13,500 |
|
Discount on note receivable |
(4,013) |
|
Premium on shares received |
46 |
|
Derecognition of GeoTraq inventory |
(105) |
|
Gain on sale |
$ |
9,428 |
|
The assets and liabilities have been reflected as discontinued operations in the consolidated balance sheets as of December 31, 2022, and consist of the following (in $000’s):
|
|
|
|
|
|
|
December 31, 2022 |
Assets from discontinued operations |
|
Cash and cash equivalents |
$ |
53 |
|
Trade and other receivables, net |
7,816 |
|
Inventories |
366 |
|
Prepaid expenses and other current assets |
377 |
|
Total current assets from discontinued operations |
8,612 |
|
Property and equipment, net 1
|
2,705 |
|
Right of use asset - operating leases |
5,290 |
|
Intangible assets, net 2
|
735 |
|
Deposits and other assets |
249 |
|
Total other assets from discontinued operations |
8,979 |
|
Total assets from discontinued operations |
$ |
17,591 |
|
Liabilities from discontinued operations |
|
Accounts payable |
$ |
4,423 |
|
Accrued liabilities - other 3
|
3,278 |
|
Accrued liability - California sales taxes 4
|
6,264 |
|
Lease obligation short-term - operating leases |
1,631 |
|
Short-term debt 5
|
4,172 |
|
Current portion of note payable |
381 |
|
Related party note |
233 |
|
Total current liabilities from discontinued operations |
20,382 |
|
Lease obligation long-term - operating leases |
3,816 |
|
Notes payable - long-term portion 6
|
1,339 |
|
Long-term portion related party note payable 7
|
605 |
|
Total noncurrent liabilities from discontinued operations |
5,760 |
|
Total liabilities from discontinued operations |
$ |
26,142 |
|
1 The Company’s property and equipment consisted of the following (in $000’s):
|
|
|
|
|
|
|
|
|
|
|
|
|
Useful Life (Years) |
|
December 31, 2022 |
Buildings and improvements |
3 - 30 |
|
$ |
69 |
|
Equipment |
3 - 15 |
|
2,556 |
|
Projects under construction |
|
|
1,447 |
|
Property and equipment |
|
|
4,072 |
|
Less accumulated depreciation |
|
|
(1,367) |
|
Total property and equipment, net, from discontinued operations |
|
|
$ |
2,705 |
|
2 The Company’s intangible assets consisted of the following (in $000’s):
|
|
|
|
|
|
|
December 31, 2022 |
Patent and domains |
$ |
19 |
|
Computer software |
1,682 |
|
Intangible assets |
1,701 |
|
Less accumulated amortization |
(966) |
|
Total intangible assets |
$ |
735 |
|
3 The Company’s accrued liabilities consisted of the following (in $000’s):
|
|
|
|
|
|
|
December 31, 2022 |
Compensation and benefits |
$ |
685 |
|
Contract liability |
290 |
|
Accrued incentive and rebate checks |
2,037 |
|
Accrued taxes |
219 |
|
Other |
47 |
|
Total accrued expenses |
$ |
3,278 |
|
4 The Company’s accrual relating to the California sales tax assessment consisted of the following (in $000’s):
|
|
|
|
|
|
|
December 31, 2022 |
Accrued liability - CA sales tax assessment |
$ |
4,132 |
|
Accrued liability - interest on CA sales tax assessment |
2,132 |
|
Total |
$ |
6,264 |
|
5 The Company’s short-term debt consisted of the following (in $000’s):
|
|
|
|
|
|
|
December 31, 2022 |
Gulf Coast Bank and Trust Company |
$ |
4,206 |
|
Gulf Coast Bank and Trust Company loan origination fees |
$ |
(34) |
|
Total |
$ |
4,172 |
|
6 The Company’s long-term debt consisted of the following (in $000’s):
|
|
|
|
|
|
|
December 31, 2022 |
KLC Financial |
$ |
1,781 |
|
KLC Financial loan origination fees |
(61) |
|
Total |
1,720 |
|
Less current portion |
(381) |
|
Total |
$ |
1,339 |
|
The Company’s related party debt consisted of the following (in $000’s):
|
|
|
|
|
|
|
December 31, 2022 |
Isaac Capital Group LLC |
$ |
838 |
|
Total |
838 |
|
Less current portion |
(233) |
|
Total |
$ |
605 |
|
The results of operations for these entities for the year ended December 30, 2023 and December 31, 2022, respectively, have been reflected as discontinued operations in the consolidated statements of operations and comprehensive income (loss) and consist of the following (in $000’s):
|
|
|
|
|
|
|
|
|
|
|
|
|
December 30, 2023 |
|
December 31, 2022 |
Revenues |
$ |
3,795 |
|
|
$ |
39,611 |
|
Cost of revenues |
3,992 |
|
|
31,992 |
|
Gross profit |
(197) |
|
|
7,619 |
|
Operating expenses from discontinued operations: |
|
|
|
Selling, general and administrative expenses |
1,467 |
|
|
8,652 |
|
Gain on sale of ARCA |
(12,102) |
|
|
— |
|
Gain on sale of GeoTraq |
— |
|
|
(9,428) |
|
Total operating expenses from discontinued operations |
(10,635) |
|
|
(776) |
|
Operating income from discontinued operations |
10,438 |
|
|
8,395 |
|
Other expense from discontinued operations |
|
|
|
Interest expense, net |
(181) |
|
|
(957) |
|
Loss on litigation settlement |
— |
|
|
(1,008) |
|
Other expense, net |
(3) |
|
|
(1,349) |
|
Total other expense, net |
(184) |
|
|
(3,314) |
|
Income before provision for income taxes from discontinued operations |
10,254 |
|
|
5,081 |
|
Income tax provision |
971 |
|
|
2,109 |
|
Net income from discontinued operations |
$ |
9,283 |
|
|
$ |
2,972 |
|
The cash flow activity from discontinued operations for the year ended December 30, 2023 and December 31, 2022 have been reflected as discontinued operations in the consolidated statements of cash flows and consist of the following (in $000’s):
|
|
|
|
|
|
|
|
|
|
|
|
|
December 30, 2023 |
|
December 31, 2022 |
DISCONTINUED OPERATING ACTIVITIES: |
|
|
|
Net income from discontinued operations |
9,283 |
|
|
2,972 |
|
Depreciation and amortization |
96 |
|
|
555 |
|
Amortization of debt issuance costs |
11 |
|
|
31 |
|
Loss on litigation settlement |
— |
|
|
1,009 |
|
Amortization of right-of-use assets |
52 |
|
|
55 |
|
|
|
|
|
Gain on sale of ARCA, net of cash |
(12,248) |
|
|
— |
|
Gain on sale of GeoTraq |
— |
|
|
(9,428) |
|
Changes in assets and liabilities: |
|
|
|
Accounts receivable |
2,932 |
|
|
1,482 |
|
Inventories |
299 |
|
|
738 |
|
Prepaid expenses and other current assets |
56 |
|
|
583 |
|
Accounts payable and accrued expenses |
1,837 |
|
|
(454) |
|
Other assets |
1 |
|
|
(44) |
|
Net cash provided by (used in) operating activities from discontinued operations |
$ |
2,319 |
|
|
$ |
(2,501) |
|
DISCONTINUED INVESTING ACTIVITIES: |
|
|
|
Purchases of property and equipment |
(123) |
|
|
(808) |
|
Purchase of intangible assets |
(32) |
|
|
(701) |
|
Net cash used in investing activities from discontinued operations |
$ |
(155) |
|
|
$ |
(1,509) |
|
DISCONTINUED FINANCING ACTIVITIES: |
|
|
|
Proceeds from note payable |
5,162 |
|
|
17,545 |
|
Payments on related party note |
(38) |
|
|
(162) |
|
|
|
|
|
Payments on notes payable |
(7,336) |
|
|
(13,390) |
|
Net cash used in (provided by) financing activities from discontinued operations |
$ |
(2,212) |
|
|
$ |
3,993 |
|
Effect of changes in exchange rate on cash and cash equivalents |
(5) |
|
|
(4) |
|
DECREASE IN CASH AND CASH EQUIVALENTS |
(53) |
|
|
(21) |
|
CASH AND CASH EQUIVALENTS, beginning of period |
53 |
|
|
74 |
|
CASH AND CASH EQUIVALENTS, end of period |
$ |
— |
|
|
$ |
53 |
|
|