XML 21 R11.htm IDEA: XBRL DOCUMENT v3.23.3
Discontinued Operations
 9 Months Ended
Sep. 30, 2023
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations Discontinued OperationsOn June 14, 2023, the Company signed a definitive agreement to sell CFT to an affiliate of Lone Star Funds for proceeds of $520 million at closing, subject to certain adjustments. On September 7, 2023, the Company announced that it commenced a process to sell CIT. The sale of CFT and CIT is consistent with the Company's pivot to a pure-play building products company employing a capital allocation approach to its highest returning businesses.
A summary of the results from discontinued operations included in the Condensed Consolidated Statements of Income and Comprehensive Income follows:
Three Months Ended September 30, 2023
CITCFTOtherTotal
Revenues$218.2 $76.4 $— $294.6 
Cost of goods sold162.7 42.4 — 205.1 
Other operating expenses, net30.2 17.2 — 47.4 
Operating income25.3 16.8 — 42.1 
Other non-operating (income) expense, net(0.2)(0.7)0.7 (0.2)
Income (loss) from discontinued operations before income taxes and loss from classification to held for sale25.5 17.5 (0.7)42.3 
Loss (gain) from classification to held for sale(1)
2.7 (3.6)— (0.9)
Income (loss) from discontinued operations before income taxes22.8 21.1 (0.7)43.2 
(Benefit from) provision for income taxes(11.2)5.4 0.3 (5.5)
Income (loss) from discontinued operations$34.0 $15.7 $(1.0)$48.7 
Three Months Ended September 30, 2022
CITCFTOtherTotal
Revenues$223.7 $73.4 $— $297.1 
Cost of goods sold175.5 43.8 — 219.3 
Other operating expenses, net35.6 18.0 — 53.6 
Operating income12.6 11.6 — 24.2 
Other non-operating (income) expense, net(0.3)(0.3)0.1 (0.5)
Income (loss) from discontinued operations before income taxes12.9 11.9 (0.1)24.7 
Provision for (benefit from) income taxes0.5 2.4 0.4 3.3 
Income (loss) from discontinued operations$12.4 $9.5 $(0.5)$21.4 
(1)Includes the valuation allowance to reduce the carrying amount of the disposal group to its fair value less costs to sell and other transaction expenses incurred.
Nine Months Ended September 30, 2023
CITCFTOtherTotal
Revenues$650.6 $227.1 $— $877.7 
Cost of goods sold496.9 129.5 — 626.4 
Impairment(2)
— 24.8 — 24.8 
Other operating expenses, net99.6 55.5 — 155.1 
Operating income54.1 17.3 — 71.4 
Other non-operating expense (income), net0.2 (0.2)1.3 1.3 
Income (loss) from discontinued operations before income taxes and loss from classification to held for sale53.9 17.5 (1.3)70.1 
Loss from classification to held for sale(1)
2.7 47.2 — 49.9 
Income (loss) from discontinued operations before income taxes51.2 (29.7)(1.3)20.2 
Benefit from income taxes(5.8)(7.0)(1.7)(14.5)
  Income (loss) from discontinued operations$57.0 $(22.7)$0.4 $34.7 
Nine Months Ended September 30, 2022
CITCFTOtherTotal
Revenues$621.3 $216.5 $— $837.8 
Cost of goods sold499.2 133.9 — 633.1 
Other operating expenses, net104.4 59.4 — 163.8 
Operating income17.7 23.2 — 40.9 
Other non-operating income, net(1.1)(0.1)(4.1)(5.3)
Income from discontinued operations before income taxes18.8 23.3 4.1 46.2 
(Benefit from) provision for income taxes(3.1)4.9 (0.4)1.4 
  Income from discontinued operations$21.9 $18.4 $4.5 $44.8 
(1)Includes the valuation allowance to reduce the carrying amount of the disposal group to its fair value less costs to sell and other transaction expenses incurred.
(2)In the second quarter of 2023, as a result of the anticipated sale of the CFT reporting unit, the Company evaluated the reporting unit for impairment and determined that it was more likely than not that the carrying value of the reporting unit exceeded its fair value. Accordingly, an impairment analysis was performed that resulted in a goodwill impairment charge of $24.8 million.
A summary of the carrying amounts of major assets and liabilities of CIT and CFT, which were classified as held for sale in the Condensed Consolidated Balance Sheets, follows:
(in millions)September 30,
2023		December 31,
2022
ASSETS
Cash and cash equivalents$23.2 $35.2 
Receivables, net203.7 213.8 
Inventories238.7 230.8 
Prepaid other current assets 109.1 120.0 
Valuation allowance(1)
(41.3)— 
Total current assets599.8 
Property, plant, and equipment, net221.3 220.7 
Goodwill, net999.4 1,023.1 
Other intangible assets, net 473.9 509.8 
Other long-term assets 31.4 18.4 
Total long-term assets1,772.0 
Total assets of the disposal group classified as held for sale(2)
$2,259.4 $2,371.8 
LIABILITIES
Accounts payable $85.2 $97.0 
Accrued liabilities and other88.1 91.5 
Total current liabilities188.5 
Other long-term liabilities 91.9 94.1 
Total long-term liabilities94.1 
Total liabilities of the disposal group classified as held for sale(2)
$265.2 $282.6 
(1) The Company has recorded a contra asset to reflect the carrying amount of the CFT disposal group at its fair value less cost to sell.
(2) The assets and liabilities of the disposal group classified as held for sale are classified as current on the September 30, 2023 Condensed Consolidated Balance Sheet as it is probable that the sale will occur and proceeds will be collected within one year.
A summary of cash flows from discontinued operations included in the Condensed Consolidated Statements of Cash Flows follows:
Nine Months Ended September 30, 2023
(in millions)CITCFTOtherTotal
Net cash provided by operating activities$99.4 $50.7 $0.4 $150.5 
Net cash used in investing activities(17.4)(1.6)— (19.0)
Net cash used in financing activities(1)
(87.1)(56.0)(0.4)(143.5)
Change in cash and cash equivalents from discontinued operations(5.1)(6.9)— (12.0)
Cash and cash equivalents from discontinued operations at beginning of period23.9 11.3 — 35.2 
Cash and cash equivalents from discontinued operations at end of period$18.8 $4.4 $— $23.2 
Nine Months Ended September 30, 2022
(in millions)CITCFTOtherTotal
Net cash provided by (used in) operating activities$37.0 $11.6 $(2.6)$46.0 
Net cash (used in) provided by investing activities(13.7)(3.5)132.0 114.8 
Net cash used in financing activities(1)
(14.4)(9.7)(129.4)(153.5)
Change in cash and cash equivalents from discontinued operations8.9 (1.6)— 7.3 
Cash and cash equivalents from discontinued operations at beginning of period14.6 10.7 — 25.3 
Cash and cash equivalents from discontinued operations at end of period$23.5 $9.1 $— $32.6 
(1)Represents (repayments) or borrowings from the Carlisle cash pool to fund working capital and capital expenditures and return of capital upon sale.
On August 2, 2021, the Company completed the sale of the equity interests and assets comprising its former Carlisle Brake & Friction ("CBF") segment for gross cash proceeds of (i) $250 million at closing, subject to certain adjustments, and (ii) the right to receive up to an additional $125 million based on CBF's achievement of certain performance targets. On February 23, 2022, the Company received $125 million in cash for the full amount of the contingent consideration.