Quarterly report pursuant to sections 13 or 15(d)

Discontinued Operations

 v2.3.0.11
Discontinued Operations
6 Months Ended
Jun. 30, 2011
Discontinued Operations  
Discontinued Operations
2. Discontinued Operations:

On October 28, 2010, the Company signed an Asset Purchase Agreement (the "Purchase Agreement") with Next Step Products, LLC (the "Buyer"). Pursuant to the Purchase Agreement, the Company sold substantially all of the assets (the "Asset Sale") of the Legacy Commercial and Pool Lighting Businesses. The results of operations of the Legacy Commercial and Pool Lighting Businesses have been reflected as discontinued operations for all periods presented.

Pursuant to the Purchase Agreement, the Buyer paid $1.0 million in cash in connection with closing the Asset Sale and agreed to pay approximately $1.3 million over the seven month period ending May 28, 2011. Of the total purchase price of approximately $2.3 million, approximately $1.3 million accounted for the purchase of inventory.

The $1.0 million portion of the purchase price paid in connection with closing included $750,000 of non-refundable deposits previously paid by the Buyer. Subject to the terms of the Purchase Agreement and a secured promissory note, the remaining approximately $1.3 million was to be paid to the Company over the seven month period ending May 28, 2011 as the Buyer sold the purchased inventory, with 50% of the agreed upon value of the inventory being paid no later than February 28, 2011 and the balance being paid no later than May 28, 2011. As of March 4, 2011, the $1.3 million balance of the purchase price was paid in full. In addition, the Buyer assumed certain liabilities related to the Legacy Commercial and Pool Lighting Businesses.

The components of discontinued operations for the three and six months ended June 30, 2011 and 2010 are as follows:

 

     Three Months Ended June 30,     Six Months Ended June 30,  
     2011     2010     2011     2010  

Revenue

   $         1,071      $ 2,408,911      $         7,494      $ 4,146,553   

Income (loss) from operations

   $ (1,581   $ (259,333   $ 4,452      $ (741,375

Gain (loss) on sale of divisions

     26        —          (622     —     
  

 

 

   

 

 

   

 

 

   

 

 

 

Discontinued operations

   $ (1,555   $ (259,333   $ 3,830      $ (741,375
  

 

 

   

 

 

   

 

 

   

 

 

 

The loss on sale of divisions includes $622 of transaction and legal costs related to the Asset Sale.