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Discontinued Operations
12 Months Ended
Jun. 30, 2013
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations
Discontinued Operations

BH Holdings, S.A.S

On January 12, 2012 BHH initiated the filing of an insolvency declaration with the Tribunal de Commerce de Rennes, France ("Commercial Court").  The Commercial Court on January 18, 2012 opened the liquidation proceedings with continuation of BHH's activity for 3 months and named an administrator to manage BHH. Since Drew no longer had a controlling financial interest in BHH it was deconsolidated in the December 31, 2011 quarterly consolidated financial statements and prior period amounts are presented as discontinued operations.

The following table summarizes the results of discontinued operations of BHH for the years ended June 30, 2013 and 2012 (in thousands):

 For the years ended June 30,
2013
 
2012
Revenue, net
$

 
$
1,970

Cost of goods

 
574

Marketing, general and administrative
187

 
1,945

Research & development

 

Total costs and expenses
187

 
2,519

Loss from discontinued operations
(187
)
 
(549
)
Other income and expenses:
 
 
 
Loss on liquidation of net assets from discontinued operations

 
(2,738
)
Loss before income taxes
(187
)
 
(3,287
)
Income tax

 

Net loss
$
(187
)
 
$
(3,287
)

Net loss of approximately $187,000 for the year ended June 30, 2013 is related to a continuing lease obligation of $155,000 and legal fees of $32,000.

Assets and liabilities of discontinued operations of BHH included in the consolidated balance sheets are summarized as follows at June 30, 2013 and 2012 (in thousands):


 
June 30,
 
June 30,

2013
 
2012
Assets
 
 
 
Cash
$

 
$

Accounts receivable

 

Inventory

 

Other current assets

 

Fixed assets

 

Covenant not to compete and customer list, net

 

Other assets

 

Total assets

 

Liabilities
 
 
 
Accounts payable

 

Accrued expenses

 

Accrued lease termination costs
493

 
338

Total liabilities
493

 
338

Net assets of discontinued operations
$
(493
)
 
$
(338
)



Discontinued operation of ECD
On October 3, 2012 the Company sold its Clinical Diagnostics Business to ERBA Diagnostics, Inc. The ECD consisted of Drew Scientific, Inc., and its wholly owned subsidiaries JAS and Drew Scientific Limited Co. The sales price was $6,500,000 in cash and gain on sale of assets was approximately $2,717,000. The following table summarizes the gain on sales(in thousands):
 
October 3, 2012
Sales Price
$
6,500

Broker's fee
(325
)
Net Proceeds
6,175

Net Assets Sold
(3,458
)
Gain on Sale of Assets
$
2,717

 
 
Net assets sold
 
Assets:
 
  Cash and cash equivalents
$
4

  Accounts receivable, net
1,661

  Inventory, net
1,997

  Other current assets
113

Furniture and equipment, net
287

Goodwill
93

Trademarks and trade names, net
89

Customer list, net
462

Total Assets
4,706


 
Liabilities:
 
Accounts payable
639

Accrued expenses
609

Total liabilities
1,248

Net assets sold
$
3,458


On October 18, 2012, the Company and its debt holder reached an agreement whereby the Company paid the balance of the seller-provided financing plus accrued interest related to the purchase of certain assets of Biocode of $4,367,604 with a one-time payment of $2,487,480 resulting in a gain on extinguishment of debt of $1,880,124. The repayment of the debt has reduced the Company's debt related to Biocode to zero.
The following tables summarize the results of discontinued operations for the years ended June, 2013 and 2012 (in thousands):
 
For the years ended June 30,
2013
 
2012
Revenue, net
$
3,825

 
$
12,985

Cost of goods sold
2,383

 
9,416

Marketing, general and administrative
1,256

 
4,008

Research & development
75

 
476

Total costs and expenses
3,715

 
13,900

Other expense

 
(92
)
Net income (loss) from discontinued operations
110

 
(1,007
)
Gain from sale of assets and debt settlement net of tax (CTA included)
4,014

 

Net income (loss) from discontinued operations before tax
4,124

 
(1,007
)
Income tax
(80
)
 

Net income (loss) from discontinued operations, net of tax
$
4,044

 
$
(1,007
)

The total gain from the extinguishment of debt of $1,880,124, the gain on the sale of assets of ECD of $2,712,163, and net income from discontinued operations related to ECD of $110,383 offset by the cumulative translation adjustment ("CTA") related to Drew of $578,422, and the net loss from discontinued operations related to BHH of $186,750 was before tax.


Assets and liabilities of discontinued operations of ECD included in the consolidated balance sheets are summarized as follows as of June 30, 2013 and 2012 (in thousands):
 
June 30,
 
June 30,
 
2013
 
2012
Assets
 
 
 
Accounts receivable
$

 
$
1,555

Inventory

 
2,348

Other assets

 
110

Total current assets

 
4,013

Furniture and fixture

 
323

Non-current accounts receivable

 
69

Goodwill

 
93

Intangible assets

 
627

 

 
1,112

 
 
 
 
Total non-current assets

 
1,112

Total Assets

 
5,125

Liabilities
 
 
 
Accounts payable

 
691

Accrued expenses and taxes
80

 
589

Total liabilities
80

 
1,280

Net assets of discontinued operations
$
(80
)
 
$
3,845