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Discontinued Operations
12 Months Ended
Dec. 31, 2013
Discontinued Operations

4. Discontinued Operations

Beginning in 2011, the Company initiated a strategic review of its businesses to focus our priorities and investments, while simplifying and streamlining our business model. In June 2012, the Company committed to a plan for the sale of the Semiconductor Systems operating segment, sold under the GSI brand name, and Laser Systems product lines, sold under the Control Laser and Baublys brand names. The Company began accounting for these businesses as discontinued operations beginning in the second quarter of 2012.

Laser Systems

In October 2012, the Company sold certain assets and liabilities of the Laser Systems business for $7.0 million to Hans Laser, subject to working capital adjustments, and recorded a $2.3 million gain in the consolidated statement of operations during the fiscal year ended December 31, 2012. In September 2013, the Company paid $0.4 million to Hans Laser as the final net working capital adjustment which resulted in an additional loss of $0.2 million, net of tax.

As Hans Laser did not purchase the Orlando facility which had been used as the main operating facility for Laser Systems, the Company retained the facility and is currently leasing the facility to Hans Laser under an operating lease agreement through October 2014. As of the end of the second quarter of 2013, it was determined that it was no longer probable that the facility would be sold within the next twelve months and, as a result, the facility was reclassified from assets of discontinued operations to property, plant and equipment.

Semiconductor Systems

In May 2013, the Company consummated the sale of certain assets and liabilities of the Semiconductor Systems business to Electro Scientific Industries, Inc. (“ESI”) for $8.0 million in cash, subject to closing working capital adjustments. In September 2013, the Company settled final net working capital adjustment with ESI for $1.7 million in favor of the Company, resulting in an adjusted selling price of $9.7 million for the sale. The Company recognized a $0.4 million loss on the sale, net of tax, in the consolidated statements of operations during 2013, which included selling costs of $1.1 million.

The major components of the assets and liabilities of discontinued operations as of December 31, 2013 and 2012, respectively, are as follows (in thousands):

 

     2013      2012  

Accounts receivable, net

   $ —         $ 2,981   

Inventories

     —           8,231   

Other assets

     —           694   

Property, plant and equipment, net

     —           5,712   
  

 

 

    

 

 

 

Assets of discontinued operations

   $ —         $ 17,618   
  

 

 

    

 

 

 

Accounts payable

   $ 10       $ 1,358   

Accrued expenses and other current liabilities

     44         2,116   

Deferred revenue

     —           1,453   

Other liabilities

     —           678   
  

 

 

    

 

 

 

Liabilities of discontinued operations

   $ 54       $ 5,605   
  

 

 

    

 

 

 

Liabilities of discontinued operations as of December 31, 2013 primarily relate to accrued severance and professional service costs associated with the closing of the transaction.

The following table presents the Semiconductor Systems and Laser Systems operating results which are reported as discontinued operations in the Company’s consolidated statements of operations (in thousands):

 

     Year Ended December 31,  
     2013     2012     2011  

Sales from discontinued operations

   $ 9,090      $ 44,655      $ 61,984   

Income (loss) from discontinued operations before income taxes

   $ (1,713   $ (5,041   $ 7,837   

Income (loss) from discontinued operations, net of tax

   $ (927   $ (5,151   $ 7,325   

Gain (loss) on disposal of discontinued operations, net of tax

   $ (592   $ 2,255      $ —     

In 2012, the Company recorded an inventory provision of $1.9 million related to the Semiconductor Systems business. This provision was included in the consolidated statement of operations in income (loss) from discontinued operations, net of tax. The increase in the inventory provision was caused by changes in industry trends in the memory repair market, which resulted in lower expected future demand for the Company’s memory repair products.