Discontinued Operations

During the fourth quarter 2016, the Company initiated a strategic restructuring of its business to enable a greater focus on its core businesses in energy chemistry and consumer and industrial chemistry. The Company executed a plan to sell or otherwise dispose of the Drilling Technologies and Production Technologies segments. An investment banking advisory services firm was engaged and actively marketed these segments.

The Company met all of the criteria to classify the Drilling Technologies and Production Technologies segments’ assets and liabilities as held for sale in the fourth quarter 2016. Effective December 31, 2016, the Company classified the assets, liabilities, and results of operations for these two segments as “Discontinued Operations” for all periods presented.

Disposal of the Drilling Technologies and Production Technologies reporting segments represented a strategic shift that would have a major effect on the Company’s operations and financial results.

On May 22, 2017, the Company completed the sale of substantially all of the assets and transfer of certain specified liabilities and obligations of the Company’s Drilling Technologies segment to National Oilwell Varco, L.P. (“NOV”) for $17.0 million in cash consideration, subject to normal working capital adjustments, with $1.5 million held back by NOV for up to 18 months to satisfy potential indemnification claims.

On May 23, 2017, the Company completed the sale of substantially all of the assets and transfer of certain specified liabilities and obligations of the Company’s Production Technologies segment to Raptor Lift Solutions, LLC (“Raptor Lift”) for $2.9 million in cash consideration, with $0.4 million held back by Raptor Lift to satisfy potential indemnification claims.

The following summarized financial information has been segregated from continuing operations and reported as Discontinued Operations for the three and six months ended June 30, 2017 and 2016 (in thousands):



	Three months ended June 30,						Six months ended June 30,
	2017			2016			2017			2016
Drilling Technologies
Revenue	$	4,737		$	6,372		$	11,534		$	12,829
Cost of revenue	(2,603		)	(4,155		)	(7,259		)	(9,587		)
Selling, general and administrative	(2,740		)	(3,495		)	(5,771		)	(8,155		)
Depreciation and amortization	—			(337		)	—			(1,085		)
Research and development	(6		)	(22		)	(6		)	(65		)
Gain (loss) on disposal of long-lived assets	(12		)	19			62			16
Impairment of inventory and long-lived assets	—			—			—			(36,522		)
Loss from operations	(624		)	(1,618		)	(1,440		)	(42,569		)
Other expense	(46		)	(69		)	(117		)	(243		)
Loss on sale of businesses	(1,365		)	—			(1,365		)	—
Loss on write-down of assets held for sale	(272		)	—			(6,831		)	—
Loss before income taxes	(2,307		)	(1,687		)	(9,753		)	(42,812		)
Income tax benefit	158			456			3,147			14,881
Net loss from discontinued operations	$	(2,149	)	$	(1,231	)	$	(6,606	)	$	(27,931	)

Production Technologies
Revenue	$	849		$	1,868		$	4,002		$	3,889
Cost of revenue	(707		)	(1,882		)	(3,189		)	(3,793		)
Selling, general and administrative	(802		)	(897		)	(1,675		)	(2,051		)
Depreciation and amortization	—			(149		)	—			(298		)
Research and development	(92		)	(201		)	(363		)	(467		)
Loss on disposal of long-lived assets	—			—			—			(59		)
Impairment of inventory	—			—			—			(3,913		)
Loss from operations	(752		)	(1,261		)	(1,225		)	(6,692		)
Other expense	(16		)	(23		)	(52		)	(44		)
Gain on sale of businesses	171			—			171			—
Loss on write-down of assets held for sale	—			—			(9,718		)	—
Loss before income taxes	(597		)	(1,284		)	(10,824		)	(6,736		)
Income tax benefit	42			346			3,493			2,342
Net loss from discontinued operations	$	(555	)	$	(938	)	$	(7,331	)	$	(4,394	)

Drilling Technologies and Production Technologies
Loss from discontinued operations, net of tax	$	(2,704	)	$	(2,169	)	$	(13,937	)	$	(32,325	)

The assets and liabilities held for sale on the Consolidated Balance Sheets as of June 30, 2017 and December 31, 2016 are as follows (in thousands):



	Drilling Technologies						Production Technologies
	June 30, 2017			December 31, 2016			June 30, 2017		December 31, 2016
Assets:
Accounts receivable, net	$	2,448		$	5,072		$	539	$	1,784
Inventories	1,942			9,078			—		8,115
Other current assets	1,595			278			697		370
Long-term receivable	—			—			—		4,179
Property and equipment, net	880			11,277			—		3,978
Goodwill	—			15,333			—		1,689
Other intangible assets, net	—			7,395			—		484
Assets held for sale	6,865			48,433			1,236		20,599
Valuation allowance	(904		)	(18,971		)	—		(6,161		)
Assets held for sale, net	$	5,961		$	29,462		$	1,236	$	14,438
Liabilities:
Accounts payable	$	388		$	2,472		$	40	$	914
Accrued liabilities	1,607			1,190			381		385
Liabilities held for sale	$	1,995		$	3,662		$	421	$	1,299