Discontinued Operations

12 Months Ended

Sep. 30, 2023

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

3.    Discontinued Operations

Disposition of the Semiconductor Automation Business

On September 20, 2021, the Company entered into a definitive agreement to sell its semiconductor automation business to Thomas H. Lee Partners, L.P. (“THL”) and the Company determined that the semiconductor automation business met the criteria to be classified as a discontinued operation and, as a result, its historical financial results are reflected in the consolidated financial statements as a discontinued operation, and assets and liabilities were classified as assets and liabilities held for sale. On February 1, 2022, the Company completed the sale of the semiconductor automation business for $2.9 billion in cash. As part of the transaction, the Company recorded an $18.1 million liability related to retention bonuses and cash settled stock-based awards for former employees of the Company that were conveyed with the transaction. The Company paid $0.6 million of these payments during the year ended September 30, 2022 and remitted the remaining payments to THL in November 2022, and THL directly paid the Company’s former employees. Following the completion of the sale, the Company no longer serves the semiconductor market.

In connection with the closing of the sale, the Company and THL entered into a transition services agreement under which both the Company and THL provide each other certain transition services related to finance and accounting, information technology, human resources, compliance, facilities, legal and research and development support, for time periods ranging from three to 24 months. In addition, the Company agreed to lease back a portion of the facilities in Chelmsford, Massachusetts, that were sold to THL as part of the sale agreement. The leases are 24 months but may be terminated earlier by the Company upon 90 days’ notice to THL. As of September 30, 2023, one of the two original leases is still in effect. The transition services and lease agreements approximate fair value and do not have a material impact on the Company’s financial results or operations.

During the twelve months ended September 30, 2023, the Company recorded a $1.4 million loss on divestiture. The following table presents the financial results of automation business discontinued operations with respect to the automation business (in thousands):

	Year Ended September 30,
	2022		2021
Revenue
Products	$	244,962	$	624,358
Services		19,468		55,698
Total revenue		264,430		680,056
Cost of revenue
Products		141,165		354,786
Services		11,159		29,750
Total cost of revenue		152,324		384,536
Gross profit		112,106		295,520
Operating expenses
Research and development		18,486		48,647
Selling, general and administrative		30,622		70,634
Restructuring charges		-		230
Total operating expenses		49,108		119,511
Operating income		62,998		176,009
Gain on divestiture		2,561,820		133
Income before income taxes		2,624,818		176,142
Income tax expense		480,673		35,357
Net income from discontinued operations	$	2,144,145	$	140,785

The following table presents the significant non-cash items and capital expenditures for the discontinued operations with respect to the semiconductor automation business that are included in the Consolidated Statements of Cash Flows (in thousands):

	Year Ended September 30,
		2022		2021
Depreciation and amortization	$	-	$	8,472
Capital expenditures		2,862		6,414
Stock-based compensation		-		7,405

There were no significant non-cash items and or capital expenditures related to discontinued operations in 2023.