DISCONTINUED OPERATIONS

Sale of PBM Services

On August 27, 2015, the Company completed the sale of substantially all of the Company’s PBM Services segment (as defined above, the “PBM Business”) pursuant to an Asset Purchase Agreement dated as of August 9, 2015 (the “Asset Purchase Agreement”), by and among the Company, BioScrip PBM Services, LLC and ProCare Pharmacy Benefit Manager Inc. (the “PBM Buyer”).

The operating results included in discontinued operations of the PBM Business for the years ended December 31, 2017, 2016 and 2015 are summarized as follows (in thousands):



	Year Ended December 31,
	2017			2016			2015
Revenue	$	—		$	—		$	44,375
Gross profit	$	—		$	—		$	9,763
Other operating expenses	—			1,015			5,444
Bad debt expense	—			—			(45		)
(Loss) income from operations	—			(1,015		)	4,364
Gain on sale before income taxes	—			—			(11,424		)
Financial advisory fee and legal expenses	—			614			1,731
Other income and (expenses), net	(893		)	4,922			928
(Loss) income before income taxes	(893		)	(6,551		)	13,129
Income tax expense	—			—			206
(Loss) income from discontinued operations, net of income taxes	$	(893	)	$	(6,551	)	$	12,923

Sale of Home Health Business

On March 31, 2014, the Company completed the sale of substantially all of the Company’s Home Health Services segment (the “Home Health Business”) pursuant to the Stock Purchase Agreement dated as of February 1, 2014 (the “Stock Purchase Agreement”).

The operating results included in discontinued operations of the Home Health Business for the years ended December 31, 2017, 2016 and 2015 are summarized as follows (in thousands):



	Year Ended December 31,
	2017		2016			2015
Revenue	$	—	$	—		$	—
Gross profit	$	—	$	—		$	—
Other operating expenses	—		—			417
Loss from operations	—		—			(417		)
Financial advisor fee and legal expenses	—		(44		)	—
Other costs and expenses	—		(118		)	861
Income (loss) before income taxes	—		162			(1,278		)
Income tax expense (benefit)	—		—			—
Income (loss) from discontinued operations, net of income taxes	$	—	$	162		$	(1,278	)

Pharmacy Services Asset Sale

On February 1, 2012, the Company entered into a Community Pharmacy and Mail Business Purchase Agreement by and among Walgreen Co. and certain subsidiaries and the Company and certain subsidiaries (collectively, the “Sellers”) with respect to the sale of certain assets, rights and properties relating to the Sellers’ traditional and specialty pharmacy mail operations and community retail pharmacy stores.

The operating results included in discontinued operations of the divested traditional and specialty pharmacy mail operations and community pharmacies for the years ended December 31, 2017, 2016 and 2015 are summarized as follows (in thousands):



	Year Ended December 31,
	2017		2016			2015
Revenue	$	—	$	—		$	—
Gross profit	$	—	$	—		$	—
Other operating expenses	—		185			4,485
Legal fees and settlement expense	—		2			1,312
Other expense, including gain on sale	—		17			1,157
Loss from discontinued operations, net of income taxes	$	—	$	(204	)	$	(6,954	)

On December 28, 2016, in response to a lawsuit filed by the Sellers alleging that the Company and certain of its subsidiaries breached certain non-compete provisions contained in the Community Pharmacy and Mail Business Purchase Agreement, an arbitrator awarded Walgreens $5.8 million in damages constituting approximately 3.0% of the total sales Walgreens claimed were made in violation of the agreement. The Company filed a motion to vacate the arbitration award but on July 19, 2017, the Court confirmed the arbitration award. Following that decision, the parties entered into a global settlement of all disputes related to the non-compete provisions and the lawsuit was dismissed. The Company paid the settlement amount in August 2017.