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NOTE 12: DISCONTINUED OPERATIONS AND SALE OF BUSINESS
Money Transfer Business (the “Money Transfer Business”)
On June 9, 2011, we completed the sale transaction of the Money Transfer Business to Sigue Corporation
(“Sigue”). We received $19.5 million in cash and a note receivable of $29.5 million (the “Sigue Note”). In
December 2011, as part of the sale transaction, we were required to provide Sigue with an additional loan of
$4.0 million under terms consistent with the Sigue Note. See Note 18: Fair Value for additional details about the
Sigue Note.
We estimated the fair value of the Sigue Note at approximately $26.7 million, which was based on the discounted
cash flows of the future note payments and was not an exit price based measure of fair value or the stated value
on the face of the Sigue Note. The discount rate used in our fair value estimate was the market rate for similar
risk profile companies and represented our best estimate of default risk. During 2012, we recognized $4.4 million
of interest income base on the imputed interest rate of the Sigue Note and received $2.0 million in interest
payments from Sigue based on the nominal interest rate of the Sigue note.
On June 9, 2011, the sold assets and liabilities of the Money Transfer Business primarily consisted of the
following (in thousands):
Dollars in thousands
June 9,
2011
Cash and cash equivalents ........................................... $ 57,893
Accounts receivable, net ............................................ 33,185
Other current assets ................................................ 13,560
Property, plant and equipment, net .................................... 4,066
Goodwill, intangible, and other assets .................................. 8,162
Total assets ................................................... 116,866
Accounts payable and payable to agents ................................ 65,464
Accrued liabilities ................................................. 13,062
Total liabilities ................................................ 78,526
Net assets sold .................................................... $ 38,340
The net assets disposed represent the fair value less cost to sell the Money Transfer Business. The loss on
disposal activities recognized in 2011 and 2010 was allocated to the asset disposal group including property,
plant and equipment, net, intangible and other assets.
Electronic Payment Business (the “E-Pay Business”)
On May 25, 2010, we sold our subsidiaries comprising the E-Pay Business to InComm Holdings, Inc. and
InComm Europe Limited (collectively “InComm”) for an aggregate purchase price of $40.0 million. In addition,
the purchase price was subject to a post-closing net working capital adjustment in the amount of $0.5 million,
which was finalized in October 2010. The disposed assets and liabilities consisted of the following:
Dollars in thousands
May 25,
2010
Current Assets ............................................................. $24,862
Property, plant and equipment, net ............................................. 2,574
Goodwill, intangible, and other assets ........................................... 11,638
Total assets ............................................................ 39,074
Current Liabilities .......................................................... 27,717
Net assets Sold ............................................................. $11,357
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