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5. Discontinued Operations
3 Months Ended
Mar. 31, 2013
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

As part of the Company’s strategy to focus on its higher growth potential communications business, the Company decided during the quarter to exit the Government services segment which derived its revenues mainly from contracts with federal government Dept of Defense agencies either as prime contractor or as a subcontractor to another prime contractor. On April 2, 2013, we entered an Asset Purchase Agreement (“Purchase Agreement”) with Blackwatch International, Inc. (“Blackwatch”), a Virginia corporation, pursuant to which we primarily sold our government Dept. of Defense (DoD) contract vehicles for approximately $1.2 million. These assets essentially comprised our Government services segment operations. (See subsequent event for a more detailed discussion of the transaction). The Company retained the assets and liabilities of Lattice Government services, Inc. The Company expects to recognize a gain of approximately $400,000 to $500,000 on the sale of these assets during the second quarter of 2013, which represents the excess of the sales price over the book value of the assets sold.

 

With the Company’s decision to exit the Government services business, the results of operations and cash flows from this business have been classified as discontinued operations.

 

The following table shows the results of operations of Lattice Governmetnt Services segment for the periods ended March 31, 2013 and 2012 which are included in the earnings from discontinued operations:

 

   Three Months Ended
March 31,
 
   2013   2012 
         
Revenue  $631,074   $1,311,905 
           
Cost of Revenue   324,836    795,426 
           
Gross Profit   306,238    516,479 
    48.5%    39.4% 
Selling, general and administrative expenses   291,110    439,538 
           
Amortization expense   80,448    80,448 
           
Income (loss) from operations   (65,320)   (3,507)
           
Interest expense   (2,818)   (5,069)
           
Income (Loss) before taxes   (68,138)   (8,576)
           
Income taxes (benefit)   (32,397)   (32,396)
           
Net income (loss) from Discontinued operations   (35,741)   23,820 

 

 

 

As a result of the decision to exit the Government services business, the assets and liabilities to be disposed of are comprised of the following:

 

   March 31,   December 31, 
   2013   2012 
   (unaudited)     
         
Goodwill   690,871    690,871 
           
Intangible assets, net   152,062    232,510 
           
Note payable   226,104    282,456 
           
Deferred tax liability   61,787    61,787 
           
Non-controlling interest   120,133    120,133