DISPOSITION OF THE CORE BUSINESS

On August 30, 2018, we closed on a definitive asset purchase agreement (the "Asset Purchase Agreement") with Specialty Surgical Instrumentation Inc., a Tennessee Corporation and wholly-owned subsidiary of Symmetry Surgical Inc. (“Symmetry”), pursuant to which the Company divested and sold the Company's electrosurgical "Core" business segment and related intellectual property, including the Bovie^® brand and trademarks, to Symmetry for gross proceeds of $97 million in cash.

In connection with the Asset Purchase Agreement, we entered into an Electro Surgical Disposables and Accessories, Cauteries and Other Products Supply Agreement with Symmetry for a four-year term, whereby we will manufacture certain Core products and sell them to Symmetry at agreed upon prices. Any revenue, costs and expenses resulting from this agreement are netted and reported in our Consolidated Statements of Operations as Other gains or (losses) in the amount of $(0.2) million for 2018. Core sales following the divestiture amounted to $1.5 million with cost of sales of $1.5 million and related operating expenses of $0.2 million.

Additionally, in connection with the Asset Purchase Agreement, we entered into a Manufacture and Supply Agreement with Symmetry for a ten-year term, whereby we will manufacture certain products and sell them to Symmetry at agreed upon prices. Revenue, costs and expenses resulting from this agreement are reported as a component in our Consolidated Statements as income or loss from operations of our OEM reporting segment.

We concluded that the divestiture of the Core business met the criteria for discontinued operations set forth in FASB ASC Topic No. 205, "Presentation of Financial Statements". Gross sales of the Core business prior to the divestiture during 2018 amounted to $19.6 million with a cost of sales of $10.5 million and related operating expenses of $2.8 million. The table below summarizes the cash consideration and the carrying values of disposed assets at the disposition date of August 30, 2018 included as part of discontinued operations:



(In thousands)
Gross consideration from the sale of the Core Business	$	97,000
Closing and transaction costs	5,905
Net proceeds from sale of the Core Business before taxes	$	91,095

Non-cash commitment to provide inventory	$	2,305

Book value of the Core Business
Current assets:
Inventories, net	$	2,195
Prepaid expenses and other current assets	57
Total current assets	2,252
Property and equipment, net of depreciation	375
Brand name and trademark	1,510
Purchased technology and license rights, net of depreciation	112
Total non-current assets	1,997
Total assets	$	4,249

Net gain on sale of the Core Business before taxes	84,541
Income tax expense	16,137
Net gain on sale of the Core Business after income taxes	$	68,404

Cash flows associated with discontinued operations are shown in the table below:



(in thousands)	2018		2017		2016
Net Income from discontinued operations	73,503		8,620		7,600
Depreciation and amortization	126		529		563
Change in current assets from discontinued operations	(2,378	)	362		(139	)
Change in non current assets from discontinued liabilities	(1,997	)	(632	)	(583	)
Change in current liabilities from discontinued operations	(1,021	)	(1,451	)	1,007
Net cash provided by operating activities	68,233		7,428		8,448