Annual report pursuant to Section 13 and 15(d)

Dispositions and Closures

v2.4.1.9
Dispositions and Closures
12 Months Ended
Jan. 03, 2015
Discontinued Operations and Disposal Groups [Abstract]  
Dispositions and Closures
Dispositions and Closures
On August 29, 2014, the Company completed the sale of all of the issued and outstanding membership interests of its wholly owned subsidiary Ram-Fab to a subsidiary of Primoris Services Corporation ("Primoris"). The transaction was valued at less than $10 million, which consideration included cash at closing, Synalloy's ability to receive potential future earn-out payment(s) and the retention of specified Ram-Fab current assets. The Company realized a one-time charge in the third quarter of 2014 of $1,996,000 for costs associated with the closure plus a $947,000 charge to write-off the Company's investment in Ram-Fab. These charges, along with all non-recurring expenses associated with Ram-Fab are included in the respective consolidated financial statements as discontinued operations. The portion of Ram-Fab's assets and liabilities which were sold to Primoris have been presented separately as assets and liabilities held for sale on the Company's 2013 consolidated balance sheet. Ram-Fab was reported as a part of the Metals Segment.
On June 27, 2014, the Company completed the planned closure of Bristol Fab. Bristol Fab's collective bargaining agreement with the Union expired on February 15, 2014. Also, upon closure of the operation, the Company was legally obligated to pay a withdrawal liability to the Union's pension fund of over $1.9 million. The Company realized a one-time charge in the second quarter of 2014 of $6,988,000 for costs associated with the closure of Bristol Fab. These costs, along with all non-recurring expenses associated with Bristol Fab, are included in the respective consolidated financial statements as discontinued operations. Bristol Fab was reported as a part of the Metals Segment.
The Company's results from discontinued operations are summarized below:
 
2014
 
2013
 
2012
Net sales
$
21,963,078

 
$
23,998,379

 
$
31,496,732

(Loss) income before income taxes
$
(10,963,524
)
 
$
(1,949,484
)
 
$
464,028

(Benefit from) provision for income taxes
(3,807,000
)
 
(812,000
)
 
212,000

Net (loss) income from discontinued operations
$
(7,156,524
)
 
$
(1,137,484
)
 
$
252,028

Assets and liabilities of discontinued operations were comprised of the following at December 28, 2013:
 
 
 
December 28,
2013
 
 
Assets
 
 
 
Cash
 
$
3,020

 
Accounts receivable, net
 
4,165,879

 
Inventories, net
 
4,360,891

 
Prepaid expenses
 
20,286

 
   Current assets held for sale
 
8,550,076

 
Property, plant and equipment, net
 
3,218,095

 
Goodwill
 
1,000,000

 
   Assets held for sale
 
4,218,095

 
      Total assets held for sale
 
$
12,768,171

 
 
 
 
 
Liabilities
 
 
 
Accounts payable
 
$
989,717

 
Advances from customers
 
209,212

 
Accrued expenses
 
119,947

 
      Current liabilities held for sale
 
$
1,318,876