Discontinued Operations

6 Months Ended

Jun. 30, 2011

Discontinued Operations

Discontinued Operations

Note 3 — Discontinued Operations

On August 15, 2010, we signed a definitive agreement to sell our Metrology business to Bruker Corporation (“Bruker”) comprising our entire Metrology reporting segment for $229.4 million. Accordingly, Metrology’s operating results were accounted for as discontinued operations and the related assets and liabilities were classified as held for sale. The sales transaction closed on October 7, 2010, except for assets located in China due to local restrictions. Total proceeds, which included a working capital adjustment of $1 million, totaled $230.4 million of which $7.2 million relates to the assets in China. The Company recorded a liability to defer the gain of $5.4 million on disposal related to the assets in China. As part of our agreement with Bruker, $22.9 million of proceeds is held in escrow and is restricted from use for one year from the closing date of the transaction to secure potential specified losses, if any, arising out of breaches of representations, warranties and covenants we made in the stock purchase agreement and related documents.

Summary information related to discontinued operations is as follows (in thousands):

	Three months ended					Six months ended
	June 30,					June 30,
	2011			2010		2011			2010
Net sales	$	—		$	31,650	$	—		$	60,131
Cost of sales	—			16,693		—			31,565
Gross profit	—			14,957		—			28,566
Total operating expenses	397			11,062		895			20,709
Operating (loss) income	$	(397	)	$	3,895	$	(895	)	$	7,857
Net (loss) income from discontinued operations, net of tax	$	(6	)	$	2,463	$	(447	)	$	5,682

Liabilities of discontinued segment held for sale, totaling $5.4 million, as of June 30, 2011 and December 31, 2010, consist of the deferred gain related to the assets in China.