Quarterly report pursuant to Section 13 or 15(d)

HELD FOR SALE

v3.23.2
HELD FOR SALE
 6 Months Ended
Jun. 30, 2023
Held For Sale  
HELD FOR SALE

 

7. HELD FOR SALE

 

As discussed in Note 1, on March 8, 2023 the Company entered into the Purchase Agreement with Seller, Mimosa, and Buyer, pursuant to which the Seller will sell all of the issued and outstanding shares of common stock of Mimosa to Buyer for an aggregate purchase price of approximately $60,000,000 in cash (subject to customary adjustments) on the terms and subject to the conditions set forth in the Purchase Agreement (the “Transaction”). The Purchase Agreement contains customary representations, warranties and covenants by the parties subject to specified exceptions and qualifications. Each party’s obligations to consummate the Transaction pursuant to the Purchase Agreement are subject to customary closing conditions as set out in the Mimosa Purchase Agreement, including, among others, approval of the Transaction by the Committee on Foreign Investment in the United States, approval of the Transaction by the Competition Authority of the Republic of Turkey, and approval of the Transaction by the senior lenders. The approval by the Committee on Foreign Investment in the United States and the approval of the Competition Authority of the Republic of Turkey have been received, and the closing is anticipated to occur in August 2023.

 

The Company met the criteria for recording the Mimosa assets and liabilities as “held for sale” at June 30, 2023. Since the Company did not meet the criteria for held for sale at December 31, 2022, the assets and liabilities of the Mimosa group are recorded in their respective categories.

 

The assets and liabilities of the disposal group, Mimosa, were evaluated to determine whether the carrying amounts should be adjusted in accordance with other GAAP standards. After adjusting the assets and liabilities of the disposal group, the disposal group as a whole is measured at the lower of carrying amount or fair value less costs to sell. Depreciation and amortization of long-lived assets in the disposal group will not be recorded during the period in which the disposal group meets the criteria for held for sale.

 

The unaudited condensed balance sheet of Mimosa at June 30, 2023 is as follows:

 

  June 30,
2023		     December 31,
2022		  
ASSETS                
Current assets:                
Accounts receivable, net of allowance of $103 and $123 as of June 30, 2023 and December 31, 2022, respectively   $ 11,064     $ 7,413  
Inventory     4,133       3,759  
Prepaid expenses and other current assets     155       410  
Total current assets     15,352       11,582  
Property, plant and equipment, net     1,204       1,107  
Goodwill     13,641       13,641  
Intangible assets, net     5,112       5,302  
Right-of-use assets, net     845       916  
Other non-current assets     111       109  
Total assets   $ 36,265     $ 32,657  
                 
LIABILITIES AND STOCKHOLDERS’ EQUITY                
Current liabilities:                
Accounts payable   $ 10,391     $ 5,545  
Accrued expenses and other current liabilities     1,397       1,517  
Deferred revenue     227       253  
Total current liabilities     12,015       7,315  
Other long-term liabilities     375       449  
Total liabilities     12,390       7,764  
Total liabilities and stockholders’ equity   $ 36,265     $ 32,657