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Discontinued Operations
9 Months Ended
Sep. 30, 2020
Discontinued Operations And Disposal Groups [Abstract]  
Discontinued Operations

2. Discontinued Operations

On September 14, 2020, we entered into a definitive agreement to sell DLS Worldwide, which is a portion of our broader Logistics business and a component of the Business Services reporting segment for $225 million cash, subject to a customary working capital adjustment and an escrow of $22.5 million. We expect that the transaction will close in the fourth quarter of 2020 after completion of certain closing conditions. We expect to enter into a transaction support agreement with the buyer to assist them in the transition of certain functions, including, but not limited to, information technology, finance, and HR. Further, we plan to enter a commercial agreement whereby we will continue to receive logistics services from the divested business.  

The sale of DLS Worldwide is part of our strategy to exit non-core businesses in order to pursue portfolio optimization and to reduce debt. As part of our plan, we previously sold Print Logistics in July 2018 and Courier Logistics in March 2020. In October 2020 we reached agreement to sell our International Logistics product line and expect to close by December 31, 2020. This will complete the exit of our Logistics business.

 

During the third quarter of 2020, we classified the assets and liabilities of DLS Worldwide and International Logistics as held for sale on the Condensed Consolidated Balance Sheet.

Beginning in the third quarter of 2020, we have reflected the Logistics Courier business (through the date of sale), the DLS Worldwide business, and the International Logistics business as discontinued operations for all periods presented in the Condensed Consolidated Statements of Operations.

Results of discontinued operations were as follows:

 

Three Months Ended

 

 

Nine Months Ended

 

 

September 30,

 

 

September 30,

 

 

2020

 

 

2019

 

 

2020

 

 

 

 

2019

 

Net sales

$

190.5

 

 

$

217.3

 

 

$

558.5

 

 

 

 

$

652.1

 

Cost of sales

 

(164.1

)

 

 

(190.7

)

 

 

(484.1

)

 

 

 

 

(569.3

)

Selling, general, administrative and other operating expenses

 

(21.3

)

 

 

(23.8

)

 

 

(69.7

)

 

 

 

 

(71.1

)

Restructuring, impairment and other expense

 

(0.2

)

 

 

(0.1

)

 

 

(21.0

)

 

 

 

 

(0.1

)

Operating income (loss) from discontinued operations

 

4.9

 

 

 

2.7

 

 

 

(16.3

)

 

 

 

 

11.6

 

Income tax expense (benefit)

 

4.5

 

 

 

(17.1

)

 

 

3.2

 

 

 

 

 

6.7

 

Net income (loss) from discontinued operations

$

0.4

 

 

$

19.8

 

 

$

(19.5

)

 

 

 

$

4.9

 

 

Sales from the Logistics business to RRD previously eliminated in consolidation have been recasted and are now shown as external sales within the financial results of discontinued operations above. The net sales were $11.0 million and $33.8 million and $15.2 million and $46.1 million respectively for the three and nine months ended September 30, 2020 and 2019.

 

Assets and liabilities of discontinued operations presented in the Condensed Consolidated Balance Sheets as of September 30, 2020 and December 31, 2019 include the following:

 

September 30, 2020

 

 

December 31, 2019

 

Receivables, net of allowance

$

101.2

 

 

$

120.6

 

Operating lease right-of-use assets

 

2.8

 

 

 

8.8

 

Goodwill

 

28.7

 

 

 

53.3

 

Intangible assets, net

 

8.8

 

 

 

10.9

 

Other assets

 

7.7

 

 

 

7.0

 

Total assets of discontinued operations

$

149.2

 

 

$

200.6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable

$

52.5

 

 

$

53.3

 

Accrued expenses and other liabilities

 

28.6

 

 

 

38.8

 

Total liabilities of discontinued operations

$

81.1

 

 

$

92.1