Discontinued Operations. Notwithstanding anything to the contrary in this Agreement or any classification under GAAP of any Person, business, assets or operations in respect of which a definitive agreement for the disposition thereof has been entered into as discontinued operations, no pro forma effect shall be given to any discontinued operations (and the Consolidated EBITDA attributable to any such Person, business, assets or operations shall not be excluded for any purposes hereunder) until such disposition shall have been consummated.
Discontinued Operations. If the Contractor discontinues its programs or ceases to provide services pursuant to this Contract, the Contractor shall protect DHS access rights by implementing one of the following options:
Discontinued Operations. Notwithstanding anything to the contrary in this Agreement or any other Loan Document, the Discontinued Operations shall not conduct, transact or otherwise engage in, or commit to conduct, transact or otherwise engage in, any business or operations other than those incidental to (a) the prosecution or defense in litigation or otherwise of claims asserted against the Discontinued Operations arising out of retained liabilities, the conduct of activities required in compliance with applicable law or in adjudication or administration of claims (whether by court order or negotiated settlement or otherwise), the maintenance of its corporate existence and financial record-keeping, or the engagement of personnel, counsel or third parties to conduct such activities on its behalf, and (b) the winding-up, dissolution, liquidation or other similar actions relating to the Discontinued Operations.
Discontinued Operations. (a) Upon its sale of the Discontinued Operations, the Company shall apply the net proceeds from such sale to the repayment of the Loans, first to the extent applicable the RLC, second to the extent applicable the Term B Loan and third to the extent applicable the Term A Loan.
Discontinued Operations. Any Liability or obligation pertaining to any discontinued operation owned or operated by Seller and related to or utilized by the Acquired Business as it was operated by Seller prior to the Closing Date;
Discontinued Operations. Prior to February 3, 2007, the Company distributed all of the shares of Pamida Holding Company to the Parent, which subsequently contributed the shares to a new holding company, Pamida Brands Holding, LLC. In accordance with SFAS No. 144, the Company has reflected the operations of Pamida as a discontinued operation for all periods presented. The Company has reflected as a dividend to the Parent the net assets of Pamida in the amount of $32.4 million on the date of distribution. The table below presents the significant components of Pamida’s operating results included in income from discontinued operations: February 3, 2007 (53 Weeks) January 28, 2006 (4 Weeks) December 31, 2005 (48 Weeks) January 29, 2005 (52 Weeks) (In Thousands) Revenues $ 828,260 $ 48,626 $ 735,719 $ 810,277 Income before income taxes 1,707 (1,640 ) 25,687 13,349 Income tax expense 498 298 10,162 4,924 Income from discontinued operations 1,209 (1,938 ) 15,525 8,425 The assets and liabilities of Pamida reflected as discontinued operations in the consolidated balance sheet as of January 28, 2006 are shown below. No assets or liabilities of Pamida are included in the consolidated balance sheet as of February 3, 2007. January 28, 2006 (In Thousands) Cash and cash equivalents $ 5,032 Receivables, less allowances 10,973 Merchandise inventories 162,062 Other current assets 2,612 Total current assets 180,679 Other assets and deferred charges 1,325 Intangible assets — net 2,543 Debt issuance costs 6,129 Net property and equipment 101,830 Deferred income taxes 12,638 Total non-current assets 124,465 Short term debt 14,237 Accounts payable — trade 44,852 Accrued compensation and related taxes 8,897 Deferred taxes and other accrued liabilities 38,481 Accrued income and other taxes 6,095 Current portion of long-term obligations 3,523 Total current liabilities 116,085 Real estate Loan 44,538 Capital lease obligations — long term 22,177 Other long-term obligations 89,100 Total non-current liabilities 155,815
Discontinued Operations. All assets, properties, rights and ----------------------- interests in, under or to agreements, instruments or contracts relating to businesses, operations or assets that immediately prior to the Closing have been (i) closed, wound up or otherwise terminated or (ii) ceased to be held or used in connection with Transferor's businesses or operations, including the Business that is conducted at the Facilities; and
Discontinued Operations. The historical financial information for the impact of the CBHS Transactions is presented under the column entitled "Discontinued Operations" in the Unaudited Pro Forma Consolidated Financial Statements. The Unaudited Pro Forma Statements of Operations for the fiscal year ended September 30, 1996, 1997 and 1998 and the nine months ended June 30, 1998 and 1999 effects for the restatement necessary to separately report discontinued operations as required by APB 30. The Unaudited Pro Forma Balance Sheet at June 30, 1999 assigns no value to the Company's remaining 10% common ownership interest in CBHS and assumes that the Provider JVs and certain other real estate and interests were transferred to CBHS, effective June 30, 1999. UNAUDITED PRO FORMA CONSOLIDATED BALANCE SHEET JUNE 30, 1999 (IN THOUSANDS) MAGELLAN AS REPORTED DISCONTINUED OPERATIONS PRO FORMA ADJUSTMENTS ------------ ----------- ------------- ASSETS Cash and cash equivalents................................ $ 40,307 $ (2,917) $ (3,000)(1) (6,778)(2) Accounts receivable, net................................. 156,349 (6,188) (3,344)(3) -- Restricted cash and investments.......................... 111,882 -- -- Other current assets..................................... Total current assets................................. 24,634 ------------ 333,172 (3,555) ----------- (12,660) -- ------------- (13,122) Assets restricted for settlement of unpaid claims and other liabilities...................................... 28,751 -- -- Property and equipment, net.............................. 137,314 (21,223) (2,150)(3) Deferred income taxes.................................... 85,767 -- 29,536(6) Investments in unconsolidated subsidiaries............... 38,174 (17,644) (1,016)(3) Other long-term assets................................... 21,172 (9,336) -- Goodwill, net............................................ 1,066,787 (4,246) -- Other intangible assets, net............................. Total assets......................................... 152,336 ------------ $1,863,473 ------------ ------------ -- ----------- $(65,109) ----------- ----------- -- ------------- $ 13,248 ------------- ------------- LIABILITIES AND STOCKHOLDERS' EQUITY Accounts payable......................................... $ 22,182 $ (1,892) $ -- Accrued liabilities...................................... 213,591 (2,065) (6,778)(2) (110)(3) Medical claims payable................................... 218,915 -- 8,000(4) -- Income taxes payable..........
Discontinued Operations. On April 30, 1998 the Company's Board of Directors decided to discontinue the Company's investment management services business. A wholly owned subsidiary of the Company, WisdomTree Capital Management, Inc. ("WTCM"), serves as general partner of (and is an investor in) a domestic private investment fund. The Company is also a limited partner in the fund. As a result of the Board's decision, WTCM is dissolving the domestic investment fund, liquidating its investments and distributing the net assets to all investors as promptly as possible. In July 1998 the fund distributed $19,682,415 to its partners in cash and securities. In October 1998 the fund distributed additional funds totaling approximately $4,500,000 in cash to its partners. The remainder of the net assets will be distributed as soon as the investments held by the fund are liquidated. The operating results relating to investment management services have been segregated from continuing operations and reported as a separate line item on the statement of operations. As a result the Company has restated its financial statements for the corresponding periods of the prior year. Operating results from discontinued operations are as follows: Three Months Ended Nine Months Ended September 30, September 30, 1998 1997 1998 1997 Investment management services revenues $ - $ 141,999 $ 137,183 $ 439,191 Net (depreciation) appreciation in fund - 1,371,887 (276,497) (159,283) Operating expenses - (40,662) (50,315) (194,580) ============== ================ ============== =============== (Loss) income from discontinued operations - $1,473,224 ($ 189,629) $ 85,328 ============== ================ ============== =============== Loss on disposal of discontinued operations totaled $145,291 and $591,741 for the three and nine months ended September 30, 1998, respectively. Under generally accepted accounting principles, loss on disposal of discontinued operations includes actual losses from the date the Board resolved to discontinue the investment management services operations plus a provision for additional losses based on management's best estimate of the amount to be realized on dissolution of the fund, including applicable severance and legal fees. Additional losses were incurred in the third quarter as a result of changes in the market value of the fund's investments. The fair market value of the Company's investment in the discontinued operations decreased from $4,037,432 at December 31, 1997 to $816,580 at Septemb...
Discontinued Operations. The definition of "Discontinued Operations" contained in Section 1.1 is hereby amended by deleting the date "December 14, 1997" in its entirety and substituting therefor the new date "November 14, 1997".
