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Assets Held for Sale and Discontinued Operations
3 Months Ended
Feb. 29, 2024
Discontinued Operations and Disposal Groups [Abstract]  
Assets Held for Sale and Discontinued Operations Assets Held for Sale and Discontinued Operations
Foursight
On November 20, 2023, we entered into an agreement to sell all of our membership interests in Foursight. Assets held for sale are recorded initially at the lower of its carrying value or its estimated fair value, less estimated costs to sell. Upon designation as an asset held-for-sale, we discontinue recording depreciation expense on such asset. At February 29, 2024 and November 30, 2023, the assets and liabilities of Foursight have been classified as held for sale and consist of the following major classes of assets and liabilities (in thousands):
February 29, 2024November 30, 2023
Assets held for sale:
Cash and cash equivalents$8,309 $3,555 
Other receivables1,819 1,478 
Premises and equipment, net1,109 1,175 
Operating lease assets7,443 7,635 
Goodwill (1)24,000 24,000 
Other assets (2)929,075 928,808 
     Total assets held for sale$971,755 $966,651 
Liabilities held for sale:
Other secured financings$830,258 $700,615 
Lease liabilities8,631 8,821 
Accrued expenses and other liabilities10,340 11,503 
Long-term debt21,298 149,262 
     Total liabilities held for sale$870,527 $870,201 
(1)Goodwill was allocated based on the relative fair values of the applicable reporting units prior to being reclassified as held for sale.
(2)Includes $842.6 million and $850.8 million of automobile loan receivables and $51.2 million and $42.1 million at February 29, 2024 and November 30, 2024, respectively, in deposits required under Foursight’s warehouse credit facilities and amounts collected on pledged automobile loan receivables yet to be distributed.
In April 2024, we sold our membership interests in Foursight for a purchase price of $115.0 million, subject to purchase price adjustments.
OpNet
We have classified certain net operating assets of OpNet as held for sale in our Consolidated Statements of Financial Condition. The net operating assets that are classified as held for sale are recognized at their estimated fair values pursuant to the step-acquisition accounting related to our interests in OpNet. Refer to Note 4, Business Acquisitions for further information.
The major components of the held for sale assets and liabilities in the disposal group primarily consist of intangible assets relating to radio frequency networks, customer relationships and other branding rights. The liabilities held for sale consist primarily of OpNet’s outstanding publicly listed notes. The fair value of the intangible assets is based on the estimated sale price of the disposal group and the fair value of the publicly listed notes are based on observations of quoted transaction prices.
Effective with the designation of the disposal group as held for sale, we suspended recording depreciation of property, plant and equipment and amortization of finite-lived intangible assets and right-of-use assets while these assets are classified as held for sale.
In February 2024, we agreed to sell substantially all of OpNet’s wholesale operating assets to Wind Tre S.p.A., a subsidiary of CK Hutchison Group Telecom Holdings Ltd. (“CKH”). Under the terms of this sale agreement, the total consideration will be €485 million, subject to certain adjustments. This sale is subject to regulatory approvals and is anticipated to close in the second or third quarter of 2024.
The sale of OpNet meets the criteria for discontinued operations classification. As such, we classified the results of operations for three months ended February 29, 2024 as a discontinued operation and presented those results in Net losses from discontinued operations, net of income tax benefit in our Consolidated Statements of Earnings.