Note 3 - Discontinued Operations

12 Months Ended

Dec. 31, 2013

Discontinued Operations and Disposal Groups [Abstract]

Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

3.      Discontinued Operations

On November 26, 2013, we announced that we had sold our pool products business for a cash purchase price of $5.2 million. Under the terms of the Agreement, we sold substantially all of the assets associated with the pool products business and the buyer assumed certain related liabilities, including the lease for a facility in Pleasanton, California. The purchase price is subject to adjustment based on our working capital at closing. The Agreement contains representations, warranties and covenants of us and the buyer and prohibits us from competing with the buyer in the pool business for a period of five years following the closing. The Agreement also provided for an escrow of $500 thousand of the purchase price to secure customary indemnification obligations with respect to our representations, warranties and covenants and other obligations under the Agreement.

A portion of the purchase price was used to pay the lender under our Rosenthal & Rosenthal credit facility in order to remove liens on the purchased assets. Our availability under the facility was adjusted to reflect our borrowing base based on the eligible accounts receivable and inventory balances after the transaction.

We and the buyer entered into a transition services agreement that will continue until April 30, 2014, under which we provide services to transition the pool products business to the buyer. These services were not material to 2013 and will not be material to 2014 operations.

In connection with the sale, we recognized a gain of $3,915 thousand, net of transition costs, calculated as follows (in thousands):

Sale proceeds	$	5,200
Less:
Trade accounts receivable, net		554
Inventories, net		721
Prepaid and other current assets		109
Property and equipment, net		73
Transaction costs		395
Plus:
Accounts payable		269
Accrued liabilities		298
Gain on sale of discontinued operations	$	3,915

As a result of the sale of the pool products business, we have eliminated all net sales and expensed associated with this business from its Consolidated Statements of Operations and have reported the net income (loss) from those activities as “discontinued operations” for all periods presented in this Annual Report. Revenues from discontinued operations included $4,455 thousand, $6,462 thousand, and $5,299 thousand for the years ended December 31, 2013, 2012 and 2011, respectively.