Note 3 - Discontinued Operations
|12 Months Ended|
Dec. 31, 2017
|Notes to Financial Statements|
|Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]||
August 2011,the Company completed the sale of
the GDS Business to Devicor. We recorded net income of
2015related to royalty amounts earned based on
2015GDS Business revenue. The royalty amount of
$1.2million was offset by
$436,000in estimated taxes which were allocated to discontinued operations.
March 3, 2017,the Company completed the sale
to Cardinal Health
414of its assets used, held for use, or intended to be used in operating its business of developing, manufacturing and commercializing a product used for lymphatic mapping, lymph node biopsy, and the diagnosis of metastatic spread to lymph nodes for staging of cancer, including the Company’s radioactive diagnostic agent marketed under the Lymphoseek
®trademark for current approved indications by the FDA and similar indications approved by the FDA in the future, in Canada, Mexico and the United States. In exchange for the Acquired Assets, Cardinal Health
414(i) made a cash payment to the Company at closing of approximately
$80.6million after adjustments based on inventory being transferred and an advance of
$3.0million of guaranteed earnout payments as part of the CRG settlement, (ii) assumed certain liabilities of the Company associated with the Product as specified in the Purchase Agreement, and (iii) agreed to make periodic earnout payments (to consist of contingent payments and milestone payments which, if paid, will be treated as additional purchase price) to the Company based on net sales derived from the purchased Product.
We recorded a net gain on the sale of the
$89.2million for the year ended
December 31, 2017,including
$16.5million in guaranteed consideration, which was discounted to the present value of future cash flows. The proceeds were offset by
$3.3million in estimated fair value of warrants issued to Cardinal Health
$2.0million in legal and other fees related to the sale,
$800,000in net balance sheet dispositions and write-offs, and
$4.1million in estimated taxes. The guaranteed consideration was recorded as a receivable, the balance of which is reduced as quarterly payments are received.
As a result of the
sale of the GDS Business to Devicor and the Asset Sale to Cardinal Health
414,we reclassified certain assets and liabilities as assets and liabilities associated with discontinued operations. The following assets and liabilities have been segregated and included in assets associated with discontinued operations or liabilities associated with discontinued operations, as appropriate, in the consolidated balance sheets:
we reported certain revenues related to the sale of the GDS Business to Devicor, as well as certain revenues and expenses related to the Asset Sale to Cardinal Health
414,to discontinued operations for all periods presented, including interest expense related to the CRG and Platinum debt obligations as required by current accounting guidance. The following amounts have been segregated from continuing operations and included in discontinued operations in the consolidated statements of operations:
The entire disclosure related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.
Reference 1: http://www.xbrl.org/2003/role/presentationRef