DISCONTINUED OPERATIONS:

9 Months Ended

Mar. 31, 2013

DISCONTINUED OPERATIONS:

DISCONTINUED OPERATIONS:

2. DISCONTINUED OPERATIONS:

Hair Restoration Centers

On July 13, 2012, the Company entered into an agreement to sell its Hair Club for Men and Women business (Hair Club), a provider of hair restoration services, for cash of $163.5 million to Aderans Co., Ltd. The agreement includes a working capital adjustment provision that impacts the final sale price.  The sale includes the Company’s 50.0 percent interest in Hair Club for Men, Ltd. accounted for by the Company under the equity method. On April 9, 2013, the Company completed the sale of Hair Club. At the closing of the sale, the Company received $162.8 million, which was the purchase price of $163.5 million adjusted for the preliminary working capital provision. The Company anticipates recognizing an after-tax gain during the fourth quarter of fiscal year 2013 on the sale of Hair Club.

The Company classified the results of operations of Hair Club as discontinued operations for all periods presented in the Condensed Consolidated Statement of Operations.  The assets and liabilities of this business met the criteria to be classified as held for sale and have been aggregated and reported as current assets held for sale, long-term assets held for sale, current liabilities related to assets held for sale and long-term liabilities related to assets held for sale in the Condensed Consolidated Balance Sheet for all periods presented. The operations and cash flows of Hair Club will be eliminated from ongoing operations of the Company, which was previously recorded as the Hair Restoration reporting segment. There will be no significant continuing involvement by the Company in the operations of Hair Club after disposal.

The Company also reclassified $0.5 million for the three and nine months ended March 31, 2012 of professional fees related to the sale of Hair Club, that were previously included in unallocated corporate costs, to discontinued operations.

The following summarizes the results of operations of our discontinued Hair Club operations for the periods presented:

	For the Periods Ended March 31,
	Three Months						Nine Months
	2013			2012			2013			2012
	(Dollars in thousands)
Revenues	$	38,424		$	37,683		$	115,604		$	112,226
Income (loss) from discontinued operations, before income taxes	2,247			2,252			14,113			(67,227		)
Income tax (provision) benefit on discontinued operations	(956		)	(1,054		)	(5,632		)	1,428
Equity in income of affiliated companies, net of tax	174			212			614			596
Income (loss) from discontinued operations, net of income taxes	$	1,465		$	1,410		$	9,095		$	(65,203	)

Income taxes have been allocated to continuing and discontinued operations based on the methodology required by interim reporting and accounting for income taxes guidance.  Depreciation and amortization ceased during the three and nine months ended March 31, 2013 in accordance with accounting for discontinued operations. Hair Club depreciation and amortization expense for the three and nine months ended March 31, 2012 was $3.2 and $9.8 million, respectively. During the three months ended December 31, 2011, the Company performed an interim impairment test of goodwill related to Hair Club and recorded a $78.4 million impairment charge for the excess of the carrying value of goodwill over the implied fair value.

Trade Secret

On February 16, 2009, the Company sold its Trade Secret salon concept (Trade Secret).  The Company reported Trade Secret as a discontinued operation.

During the three and nine months ended March 31, 2012, the Company recorded a $1.1 million tax benefit in discontinued operations related to the release of tax reserves associated with the disposition of the Trade Secret.