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RESTRUCTURING, DIVESTITURES AND IMPAIRMENTS
6 Months Ended
Jun. 30, 2020
Restructuring And Related Activities [Abstract]  
RESTRUCTURING, DIVESTITURES AND IMPAIRMENTS

NOTE 3 – RESTRUCTURING, DIVESTITURES, AND IMPAIRMENTS

Restructuring - Business Transformation

Stericycle is focused on driving long-term growth, profitability and delivering enhanced shareholder value.

 

During the six months ended June 30, 2019, the Company recognized $5.3 million in charges related to executive and employee termination costs, primarily within Other as part of SG&A in the Condensed Consolidated Statements of Loss. As of June 30, 2020, approximately $1.7 million in future payments remained accrued as part of Accrued Liabilities on the Consolidated Balance Sheets.

 

Divestitures

On April 6, 2020, the Company completed the sale of all of the outstanding equity interests of its Domestic Environmental Solutions business (the “Transaction”) to Buyer for approximately $462.5 million (subject to customary adjustments for working capital and other adjustments), pursuant to the Purchase Agreement, dated February 6, 2020. As previously announced, the Purchase Agreement provided for the divestiture of the Company’s Domestic Environmental Solutions business, reported in the North America segment, exclusive of the Company’s healthcare hazardous waste services and unused consumer pharmaceutical take-back services, to Buyer. In connection with the Purchase Agreement, the Company entered into an HSA and TSA with the Buyer for a period of seven years and six months, respectively. The Company allocated and deferred a portion of the Transaction proceeds, $17.7 million related to the HSA and $1.5 million related to the TSA, which will be recognized over the applicable duration of the HSA and TSA periods, subject to specific agreement provisions, thereby offsetting the expenses incurred to deliver the respective services. The allocated proceeds are reflected as an operating cash flow on the Condensed Consolidated Statement of Cash Flows, as they are advances received for services to be provided prospectively.

 

In the first quarter of 2020, the Company recognized an impairment charge of $58.3 million, inclusive of $10.8 million of related deal costs. In the second quarter of 2020, the Company recognized an incremental loss on the sale of business of $3.8 million driven by working capital adjustments. These charges are reported as Divestiture losses (gains), net in the Company’s Condensed Consolidated Statements of Loss.

 

The Company has recorded the disposal based on an estimated working capital adjustment based upon the terms of the Purchase Agreement and anticipates finalizing working capital adjustments in the third quarter 2020 with the Buyer. Operating results for the business are excluded from the Condensed Consolidated Financial Statements subsequent to the closing date of the transaction.

 

During the three months ended March 31, 2019, the Company completed the sale of the non-core U.K. based texting business, a component of the International segment for proceeds of $14.9  million, including a $1.3 million note receivable that was due in six months from the closing of the transaction, resulting in a pre-tax gain of approximately $5.8 million, which is recognized in Divestiture losses (gains), net in the Condensed Consolidated Statements of Loss.

 

On August 3, 2020, Stericycle entered into an agreement and completed the sale of its operations in Argentina for proceeds of approximately $3.9 million. Revenue of Argentina operations were approximately 1% of our consolidated annual revenues for 2019. The transaction is expected to result in a third quarter non-cash divestiture pre-tax loss of approximately $115 million, of which $87 million relates to the reclassification of accumulated currency translation adjustments to earnings. As of June 30, 2020, Argentina did not meet the held for sale criteria and therefore the expected loss will be recognized in our third quarter financial results. As of June 30, 2020, Argentina’s long-lived assets were assessed for recoverability and no impairment was indicated as the projected undiscounted cash flows exceeded the carrying amount. 

 

Impairments

For the three months ended June 30, 2020, charges of $6.2 million, primarily in COR, in our North America reportable segment are related to non-cash impairments associated with rationalization of software application assets, and charges of $2.1 million, reported evenly between SG&A and COR,  in our International reportable segment associated with non-cash impairments for certain property, plant and equipment assets and permits primarily in Brazil.

 

For the six months ended June 30, 2020, charges of $10.2 million, primarily in COR, in our North America reportable segment are related to non-cash impairments associated with rationalization of software application assets, and with intangible assets as a result of a discontinuation of a certain service line, and charges of $2.1 million, reported evenly between SG&A and COR, in our International reportable segment associated with non-cash impairments for certain property, plant and equipment assets and permits primarily in Brazil.

 

For the three months ended June 30, 2019, SG&A included non-cash impairment charges of $2.1 million, which included $0.4 million related to long-lived assets in our North America reportable segment and $1.7 million related to permits and customer lists in our International reportable segment.

For the six months ended June 30, 2019, COR included $1.6 million related to non-cash impairment charges for software as a result of rationalization of applications and SG&A included $2.1 million of non-cash impairment charges, of which of $0.4 million related to long-lived assets in our North America

reportable segment, and $1.7 million related to permits and customer lists in our International reportable segment.