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The acquisitions discussed above for fiscal 2010, 2009 and 2008 were not material, either individually or in the aggregate, to the
Company
’
s operations, financial position or cash flows.
NOTE 4. DIVESTITURES
On March 24, 2010, the Company completed its sale of the non
-
core Commercial Systems business (the “Commercial business”
)
for
approximately $21.6 million in cash. The Commercial business was previously reported in the Dealer Services segment. In connection
with the disposal of this business, the Company has classified the results of this business as discontinued operations for all periods
presented. Additionally, in fiscal 2010, the Company reported a gain of $5.6 million, or $1.0 million after taxes, within earnings from
discontinued operations on the Statements of Consolidated Earnings.
During fiscal 2010, the Company recorded net charges of $0.5 million within earnings from discontinued operations related to a
change in estimated taxes on the divestitures of businesses of $0.8 million, partially offset by a change in professional fees incurred
in connection with the divestitures of businesses of $0.3 million. During fiscal 2009, the Company recorded a net gain of $2.8 million,
net of taxes, within earnings from discontinued operations related to a change in estimated taxes on the divestitures of business of
$2.6 million and a change in professional fees incurred in connection with the divestitures of businesses of $0.2 million. During fiscal
2008, the Company recorded a net gain of $10.2 million, net of taxes, within earnings from discontinued operations related to a
change in estimated taxes on the divestitures of businesses of $11.3 million, partially offset by professional fees incurred in
connection with the divestitures of businesses of $1.1 million.
On June 30, 2007, the Company entered into a definitive agreement to sell its Travel Clearing business for approximately $116.0
million in cash. The Company completed the sale of its Travel Clearing business on July 6, 2007. The Travel Clearing business was
previously reported in the “Other” segment. In connection with the disposal of this business, the Company classified the results of
this business as discontinued operations for all periods presented. During fiscal 2008, the Company reported a gain of $95.8 million,
or $62.2 million after taxes, within earnings from discontinued operations on the Statements of Consolidated Earnings.
On January 23, 2007, the Company completed the sale of Sandy Corporation, a business within the Dealer Services segment, which
specializes in sales and marketing training, for approximately $4.0 million in cash and the assumption of certain liabilities by the
buyer, plus additional earn
-
out payments if certain revenue targets are achieved. The Company classified the results of operations of
this business as discontinued operations for all periods presented. Additionally, during fiscal 2007, the Company reported a gain of
$11.2 million, or $6.9 million after tax, within earnings from discontinued operations on the Statements of Consolidated Earnings. In
March 2008 and April 2009, the Company received two additional payments of $2.5 million during each period, which represented
purchase price adjustments for the sale of Sandy Corporation. The Company recorded additional gains of $2.5 million, or $1.6 million
net of tax, within earnings from discontinued operations during both fiscal 2008 and fiscal 2009 for the payments received.
Operating results for all discontinued operations were as follows:
45
Years ended June 30,
2010
2009
2008
Revenues
$
17.2
$
28.7
$
42.8
Earnings from discontinued operations before income taxes
5.2
4.6
8.6
Provision for income taxes
1.6
1.5
2.6
Net earnings from discontinued operations before gain
on disposal of discontinued operations
3.6
3.1
6.0
Gain on disposal of discontinued operations, net of
provision (benefit) for income taxes of $5.4, $(0.8) and
$23.2 for fiscal 2010, 2009 and 2008, respectively
0.5
4.4
74.0
Net earnings from discontinued operations
$
4.1
$
7.5
$
80.0