Discontinued Operations
12 Months Ended
Dec. 31, 2015
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations

16. Discontinued Operations

 

Due to ongoing losses, the Company decided to exit its Media business. This strategic shift is intended to allow the Company to focus on its core Enterprise digital signage business and is expected to improve the Company’s overall margins and profitability. The Company exited these operations on July 1, 2015 and did not have involvement with the operations post disposal. Therefore, under applicable accounting standards, the Company has classified its Media operations as discontinued operations for financial reporting purposes in all periods presented except where specifically identified otherwise.

 

On March 19, 2015, the Company announced that it had entered into a non-binding letter of intent to sell the Media business to an unaffiliated third party. On July 1, 2015, the Company completed the sale of its Media business to Global Eagle Entertainment (“GEE”). Under the terms of the agreement, the Company sold $2,334 of customer receivables, property and equipment, and prepaid assets offset by $3,482 of assumed and transferred liabilities such as accounts payable, accrued revenue share and agency fees, and accrued liabilities of Media in exchange for cash. In addition, the transaction included certain amounts paid into escrow in full support of future potential obligations and an earn-out. The transaction resulted in a pre-tax gain of $2,340 and is presented in the Consolidated Statement of Comprehensive Loss. As part of the transaction agreement, GEE assumed all existing partner revenue sharing agreements and their related minimum revenue sharing requirements and certain vendor contracts held by Media. In addition, $854 of certain asset and lease impairment charges, severance expenses, and transaction costs were incurred as part of the transaction and are reflected in the net loss from discontinued operations. Since the facilities lease liabilities of the Media business were not assumed by GEE and will continue to be incurred under the existing contracts for their remaining terms without economic benefit, the Company has established cease-use dates for the facilities and recorded lease impairment liabilities based on the present value of the remaining future lease rentals, reduced by actual sublease rentals. This lease impairment liability of $498 is included in accrued liabilities of the Consolidated Balance Sheet at December 31, 2015. Also, some employees of Media were transferred to GEE as part of the transaction agreement. The terms of the escrow requires certain levels of performance related to a revenue sharing agreement and its related minimum revenue share requirements.  In order for the Company to receive the earn-out payment, the buyer must successfully negotiate certain terms with a customer and the Media business must meet certain performance requirements over the 12 month period following the closing date.

 

The following table shows the results of operations of the Company’s discontinued operations:

 

         
    Years Ended December 31,
2015   2014
Revenue $ 3,960 $ 17,543
Cost of Revenue   4,107   13,075
Operating Expenses   3,550   35,522
Operating Loss   (3,697)   (31,054)
Other expenses (income), net   297   106
Net loss from discontinued operations $ (3,994) $ (31,160)

 

The following table shows the assets and liabilities of the Company’s discontinued operations at December 31, 2014:

 

     
    December 31,
2014
Accounts receivable $ 2,688
Prepaid assets   123
Current assets   2,811
Property & equipment, net   456
Other assets   22
Total assets $ 3,289
Accounts payable $ 349
Accrued revenue share & agency fees   3,863
Accrued liabilities   457
Deferred revenue   8
Current liabilities $ 4,677

 

There are no assets and liabilities of the Company’s discontinued operations at December 31, 2015.