Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jan. 31, 2016 | Mar. 04, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Quanex Building Products Corporation | |
Trading Symbol | NX | |
Entity Central Index Key | 1,423,221 | |
Current Fiscal Year End Date | --10-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jan. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 34,218,744 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jan. 31, 2016 | Oct. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 27,748 | $ 23,125 |
Accounts receivable, net of allowance for doubtful accounts of $917 and $673 | 65,762 | 64,080 |
Inventories, net (Note 3) | 97,144 | 63,029 |
Prepaid and other current assets | 10,953 | 7,992 |
Total current assets | 201,607 | 158,226 |
Property, plant and equipment, net of accumulated depreciation of $224,362 and $217,512 | 200,494 | 140,672 |
Deferred income taxes (Note 8) | 0 | 8,783 |
Goodwill (Note 4) | 237,229 | 129,770 |
Intangible assets, net (Note 4) | 174,888 | 120,810 |
Other assets | 15,644 | 8,529 |
Total assets | 829,862 | 566,790 |
Current liabilities: | ||
Accounts payable | 43,298 | 47,778 |
Accrued liabilities | 34,776 | 37,364 |
Income taxes payable (Note 8) | 496 | 747 |
Current maturities of long-term debt (Note 5) | 8,752 | 2,359 |
Total current liabilities | 87,322 | 88,248 |
Long-term debt (Note 5) | 312,125 | 55,041 |
Deferred Tax Liabilities, Net, Noncurrent | 6,385 | 5,701 |
Deferred income taxes (Note 8) | 20,956 | 0 |
Other liabilities | 22,286 | 22,505 |
Total liabilities | $ 449,074 | $ 171,495 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity: | ||
Preferred stock, no par value, shares authorized 1,000,000; issued and outstanding - none | $ 0 | $ 0 |
Common stock, $0.01 par value, shares authorized 125,000,000; issued 37,596,606 and 37,609,563, respectively; outstanding 34,218,744 and 33,962,460, respectively | 376 | 376 |
Additional paid-in-capital | 250,478 | 250,937 |
Retained earnings | 213,087 | 222,138 |
Accumulated other comprehensive loss | (20,074) | (10,049) |
Less: Treasury stock at cost, 3,377,862 and 3,647,103 shares, respectively | (63,079) | (68,107) |
Total stockholders’ equity | 380,788 | 395,295 |
Total liabilities and stockholders' equity | $ 829,862 | $ 566,790 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jan. 31, 2016 | Oct. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 917 | $ 673 |
Accumulated depreciation of property, plant and equipment | $ 224,362 | $ 217,512 |
Preferred stock, no par value | $ 0 | $ 0 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 125,000,000 | 125,000,000 |
Common stock, shares issued | 37,596,606 | 37,609,563 |
Common stock, shares outstanding | 34,218,744 | 33,962,460 |
Treasury stock, shares | 3,377,862 | 3,647,103 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Income Statement [Abstract] | ||
Net sales | $ 201,468 | $ 127,893 |
Cost and expenses: | ||
Cost of sales (excluding depreciation and amortization) | 159,348 | 105,804 |
Selling, general and administrative | 31,288 | 19,496 |
Depreciation and amortization | 12,970 | 8,208 |
Operating loss | (2,138) | (5,615) |
Non-operating expense: | ||
Interest expense | (6,491) | (141) |
Other, net | (2,361) | (151) |
Loss from continuing operations before income taxes | (10,990) | (5,907) |
Income tax benefit | 3,741 | 2,813 |
Loss from continuing operations | (7,249) | (3,094) |
Income from discontinued operations, net of tax of $0 and $15, respectively | 0 | 23 |
Net loss | $ (7,249) | $ (3,071) |
Basic loss per common share: | ||
From continuing operations (in usd per share) | $ (0.21) | $ (0.09) |
From discontinued operations (in usd per share) | 0 | 0 |
Loss per share, basic (in usd per share) | (0.21) | (0.09) |
Diluted loss per common share: | ||
From continuing operations (in usd per share) | (0.21) | (0.09) |
From discontinued operations (in usd per share) | 0 | 0 |
Loss per share, diluted (in usd per share) | $ (0.21) | $ (0.09) |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 33,763 | 35,079 |
Diluted (in shares) | 33,763 | 35,079 |
Cash dividends per share (in usd per share) | $ 0.04 | $ 0.04 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Income (Loss) (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Income Statement [Abstract] | ||
Income tax expense (benefit) of discontinued operations | $ 0 | $ 15 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ (7,249) | $ (3,071) |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustments loss (pretax) | (10,025) | (2,849) |
Change in pension from net unamortized gain tax benefit | 0 | 29 |
Other comprehensive loss, net of tax | (10,025) | (2,820) |
Comprehensive loss | $ (17,274) | $ (5,891) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flow (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Operating activities: | ||
Net income (loss) | $ (7,249) | $ (3,071) |
Adjustments to reconcile net loss to cash provided by (used for) operating activities: | ||
Depreciation and amortization | 12,970 | 8,208 |
Stock-based compensation | 1,527 | 1,264 |
Deferred income tax provision | (6,158) | (3,239) |
Excess tax benefit from share-based compensation | (1) | (60) |
Other, net | 1,012 | (478) |
Changes in assets and liabilities, net of effects from acquisitions: | ||
Decrease in accounts receivable | 20,912 | 15,323 |
Increase in inventory | (4,499) | (2,920) |
Decrease (increase) in other current assets | 1,178 | (12) |
Decrease in accounts payable | (8,305) | (10,298) |
Decrease in accrued liabilities | (11,879) | (10,934) |
Increase (decrease) in income taxes payable | 300 | (58) |
Increase in deferred pension and postretirement benefits | 684 | 520 |
Increase in other long-term liabilities | 361 | 13 |
Other, net | (74) | (5) |
Cash provided by (used for) operating activities | 779 | (5,747) |
Investing activities: | ||
Acquisitions, net of cash acquired | (245,946) | 0 |
Capital expenditures | (8,652) | (7,321) |
Proceeds from property insurance claim | 0 | 513 |
Proceeds from disposition of capital assets | 561 | 0 |
Cash used for investing activities | (254,037) | (6,808) |
Financing activities: | ||
Repayments of other long-term debt | (546) | (23) |
Common stock dividends paid | (1,362) | (1,448) |
Issuance of common stock | 2,920 | 0 |
Excess tax benefit from share-based compensation | 1 | 60 |
Purchase of treasury stock | 0 | (42,748) |
Cash provided by (used for) financing activities | 256,964 | (44,159) |
Effect of exchange rate changes on cash and cash equivalents | 917 | 254 |
Increase (decrease) in cash and cash equivalents | 4,623 | (56,460) |
Cash and cash equivalents at beginning of period | 23,125 | |
Cash and cash equivalents at end of period | 27,748 | |
Borrowings under credit facility | 332,800 | 0 |
Repayments of credit facility borrowings | (68,500) | 0 |
Payments of Debt Issuance Costs | $ (8,349) | $ 0 |
Condensed Consolidated Stateme8
Condensed Consolidated Statement of Stockholders' Equity - 3 months ended Jan. 31, 2016 - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock |
Balance at beginning of period at Oct. 31, 2015 | $ 395,295 | $ 376 | $ 250,937 | $ 222,138 | $ (10,049) | $ (68,107) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net loss | (7,249) | (7,249) | ||||
Foreign currency translation adjustment | (10,025) | (10,025) | ||||
Common dividends ($0.04 per share) | (1,362) | (1,362) | ||||
Stock-based compensation activity: | ||||||
Expense related to stock-based compensation | 1,527 | 1,527 | ||||
Stock Issued During Period, Value, Stock Options Exercised | 2,920 | (105) | (434) | 3,459 | ||
Tax effect from share-based compensation | (192) | |||||
Adjustment to Additional Paid in Capital, Income Tax Effect from Share-based Compensation, Net | (192) | |||||
Restricted stock awards granted | 0 | (1,563) | 1,569 | |||
Other | (126) | 0 | (126) | 0 | 0 | 0 |
Balance at end of period at Jan. 31, 2016 | $ 380,788 | $ 376 | $ 250,478 | $ 213,087 | $ (20,074) | $ (63,079) |
Condensed Consolidated Stateme9
Condensed Consolidated Statement of Stockholders' Equity (Parenthetical) - $ / shares | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Statement of Stockholders' Equity [Abstract] | ||
Common stock, dividends per share (in usd per share) | $ 0.04 | $ 0.04 |
Nature of Operations and Basis
Nature of Operations and Basis of Presentation | 3 Months Ended |
Jan. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Basis of Presentation | Nature of Operations and Basis of Presentation Quanex Building Products Corporation is a component supplier to original equipment manufacturers (OEMs) in the building products industry. These components can be categorized as window and door (fenestration) components and kitchen and bath cabinet components. Examples of fenestration components include: (1) energy-efficient flexible insulating glass spacers, (2) extruded vinyl profiles, (3) window and door screens, and (4) precision-formed metal and wood products. We also manufacture cabinet doors and other components for OEMs in the kitchen and bathroom cabinet industry. In addition, we provide certain other non-fenestration components and products, which include solar panel sealants, wood flooring, trim moldings, vinyl decking, fencing, water retention barriers, and conservatory roof components. We use low-cost production processes and engineering expertise to provide our customers with specialized products for their specific window, door, and cabinet applications. We believe these capabilities provide us with unique competitive advantages. We serve a primary customer base in North America and the United Kingdom, and also serve customers in international markets through our operating plants in the United Kingdom and Germany, as well as through sales and marketing efforts in other countries. Unless the context indicates otherwise, references to "Quanex", the "Company", "we", "us" and "our" refer to the consolidated business operations of Quanex Building Products Corporation and its subsidiaries. The accompanying interim condensed consolidated financial statements include the accounts of Quanex Building Products Corporation. All intercompany accounts and transactions have been eliminated in consolidation. These financial statements have been prepared by us, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP) have been condensed or omitted pursuant to such rules and regulations. The consolidated balance sheet as of October 31, 2015 was derived from audited financial information, but does not include all disclosures required by U.S. GAAP. The accompanying financial statements should be read in conjunction with the audited consolidated financial statements and the notes thereto, included in our Annual Report on Form 10-K for the fiscal year ended October 31, 2015 . In our opinion, the accompanying financial statements contain all adjustments (which consist of normal recurring adjustments, except as disclosed herein) necessary to fairly present our financial position, results of operations and cash flows for the interim periods. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year or for any future periods. In preparing financial statements, we make informed judgments and estimates that affect the reported amounts of assets and liabilities as of the date of the financial statements and affect the reported amounts of revenues and expenses during the reporting period. We review our estimates on an on-going basis, including those related to impairment of long lived assets and goodwill, contingencies and income taxes. Changes in facts and circumstances may result in revised estimates and actual results may differ from these estimates. Discontinued Operations On April 1, 2014, we sold our interest in a limited liability company which held the assets of the Nichols Aluminum business (Nichols) to Aleris International, Inc. (Aleris), as further discussed in our Annual Report on Form 10-K as of October 31, 2015. We accounted for this sale as a discontinued operation. We have historically purchased rolled aluminum product from Nichols. We expect to continue to purchase aluminum from Nichols in the normal course of business. Our purchases of aluminum product from Nichols for the three -month periods ended January 31, 2016 and 2015 were $1.7 million and $4.5 million , respectively. We recorded income from discontinued operations of less than $0.1 million for the three months ended January 31, 2015, which included a gain on involuntary conversion from property insurance proceeds of $0.5 million , less an expense of approximately $0.5 million associated with a stop-loss health insurance claim reimbursement. |
Acquisitions
Acquisitions | 3 Months Ended |
Jan. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Woodcraft On November 2, 2015, we completed a merger of QWMS, Inc., a Delaware corporation which was a newly-formed and wholly-owned Quanex subsidiary, and WII Holding, Inc. (WII), a Delaware corporation. Upon satisfaction or waiver of conditions set forth in the merger agreement, QWMS, Inc. merged with and into WII, and WII became our wholly-owned subsidiary, and, as a result, we acquired all the subsidiaries of WII (referred to collectively as Woodcraft). Woodcraft is a manufacturer of cabinet doors and other components to OEMs in the kitchen and bathroom cabinet industry. Woodcraft operates 12 plants within the United States and one in Mexico. We paid $245.9 million in cash, net of cash acquired, a working capital true-up and including certain holdbacks with regard to potential indemnity claims, resulting in a preliminary estimate of goodwill totaling $113.2 million. Our consolidated operating results include revenues of $48.5 million and a net loss of $0.3 million associated with Woodcraft for the three months ended January 31, 2016. We believe this acquisition expands our business into a new segment of the building products industry, which is experiencing favorable growth and which is less susceptible to the impact of seasonality due to inclement weather. We are still determining the purchase price allocation for Woodcraft. A preliminary purchase price allocation of the fair value of the assets acquired and liabilities assumed is included in the table below. These estimates are subject to change and will likely result in an increase or decrease in goodwill, particularly with regard to third-party valuations and our estimates of fixed assets, intangible assets, inventory, and deferred taxes, during the measurement period, which may extend up to one year from the acquisition date. As of Date of (In thousands) Net assets acquired: Accounts receivable $ 23,944 Inventory 30,700 Prepaid and other current assets 3,863 Property, plant and equipment 62,400 Goodwill 113,183 Intangible assets 63,000 Accounts payable (4,619 ) Accrued expenses (9,911 ) Other non-current liabilities (344 ) Deferred income tax liabilities, net (36,270 ) Net assets acquired $ 245,946 Consideration: Cash, net of cash and cash equivalents acquired $ 245,946 We used recognized valuation techniques to determine the preliminary fair value of the assets and liabilities, including the income approach for customer relationships, with a discount rate that reflects the risk of the expected future cash flows. The goodwill balance is not deductible for tax purposes. Woodcraft is allocated entirely to our North American Cabinet Components reportable operating segment. HLP On June 15, 2015, we acquired the outstanding ownership shares of Flamstead Holdings Limited, an extruder of vinyl lineal products and manufacturer of other plastic products incorporated and registered in England and Wales, for $131.7 million in cash, net of cash acquired, debt assumed of $7.7 million and contingent consideration of $10.3 million , resulting in preliminary goodwill on the transaction of approximately $61.3 million . Following a pre-sale reorganization and purchase, Flamstead Holdings Limited owned 100% of the ownership shares of the following subsidiaries: HL Plastics Limited, Vintage Windows Limited, Wegoma Machinery Sales Limited (recently renamed Avantek Machinery Limited), and Liniar Limited (collectively referred to as “HLP”), each registered in England and Wales. The agreement contains an earn-out provision which is calculated as a percentage of earnings before interest, tax and depreciation and amortization for a specified period, as defined in the purchase agreement. Pursuant to this earn-out provision, the former owner can select a base year upon which to calculate the earn-out (one of the next three succeeding twelve-month periods ended July 31). The earn-out has been calculated using a probability weighting and has been adjusted for the time-value of money, with greater weight given to the third (and final) twelve-month period (when the earnings before interest tax depreciation and amortization is expected to be greatest). We have assumed operating leases associated with the HLP acquisition for which our lessors are entities that were either wholly-owned subsidiaries or affiliates of Flamstead Holdings Limited prior to the pre-acquisition reorganization, and in which a former owner, who is now our employee, has an ownership interest. These leases include our primary operating facilities, a finished goods warehouse and a mixing plant. The lease for the manufacturing plant has a 20 -year term which began in 2007, the lease for the warehouse has a 15 -year term which began in 2012, and the lease for the mixing plant has a 13.5 -year term which began in 2013. We have recorded rent expense pursuant to these agreements of approximately $0.4 million for the three months ended January 31, 2016. Commitments under these lease arrangements are included in our operating lease commitments as disclosed in our Annual Report on Form 10-K as of October 31, 2015. We believe the acquisition of HLP: (1) expands our international presence in the global fenestration business, particularly in the United Kingdom housing market; (2) expands our vinyl extrusion product offerings, including house systems, supplemented with the brand recognition related to Liniar; (3) provides synergies and an opportunity to sell complementary products, while adding new product offerings such as water retention barriers and conservatory roofing products; and (4) aligns well with our strategy to be the preferred supplier of quality products to our customers, while maintaining safe, efficient manufacturing facilities. Our consolidated operating results include revenues of $21.9 million and a net loss of $0.6 million associated with HLP for the three months ended January 31, 2016. The purchase price has been allocated to the fair value of the assets acquired and liabilities assumed, as indicated in the table below. Changes in the contingent consideration due to the passage of time and potential differences between projected and actual operating results for HLP for the earn-out period will be recorded as period costs as incurred. We recorded expense related to the change in contingent consideration of $0.1 million for the three months ended January 31, 2016. In addition, we recorded certain final adjustments related to the fair value of fixed assets and accrued liabilities resulting in a decrease in goodwill of $0.2 million during the three months ended January 31, 2016. As of Date of (In thousands) Net assets acquired: Accounts receivable $ 12,104 Inventory 16,015 Prepaid and other assets 722 Property, plant and equipment 27,218 Goodwill 61,323 Intangible assets 61,101 Other non-current assets 2,252 Accounts payable (9,375 ) Income taxes payable (948 ) Accrued expenses (6,239 ) Deferred tax liabilities (14,492 ) Net assets acquired $ 149,681 Consideration: Cash, net of cash and cash equivalents acquired $ 131,689 Debt assumed in acquisition (capital leases) 7,673 Contingent consideration (earn-out) 10,319 $ 149,681 We used recognized valuation techniques to determine the fair value of the assets and liabilities, including the income approach for customer relationships and trade names, and the cost approach to value patents, with a discount rate that reflects the risk of the expected future cash flows. The goodwill balance is not deductible for tax purposes. HLP is allocated entirely to our European Engineered Components reportable operating segment. Pro Forma Results We calculated the pro forma impact of the HLP and Woodcraft acquisitions and the associated debt financing on our operating results for the three months ended January 31, 2015. The following pro forma results give effect to these acquisitions, assuming the transactions occurred on November 1, 2014. Pro Forma Results For the Three Months Ended January 31, 2015 (In thousands) Net sales $ 205,340 Loss from continuing operations $ (1,258 ) Net loss $ (1,235 ) Basic loss per share $ (0.04 ) Diluted loss per share $ (0.04 ) We derived the pro forma results for the HLP and Woodcraft acquisitions based on historical financial information obtained from the sellers and certain management assumptions. Our pro forma adjustments relate to incremental depreciation and amortization expense associated with property, plant and equipment and intangible assets and interest expense associated with borrowings to effect the transactions, assuming a November 1, 2014 effective date. In addition, we calculated the tax impact of these adjustments at a 35% statutory rate in the United States and a 20% statutory rate in the United Kingdom, as applicable. These pro forma results do not purport to be indicative of the results that would have been obtained had the acquisitions of HLP and Woodcraft been completed on November 1, 2014, or that may be obtained in the future. |
Inventories
Inventories | 3 Months Ended |
Jan. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consisted of the following at January 31, 2016 and October 31, 2015 : January 31, October 31, (In thousands) Raw materials $ 58,595 $ 36,865 Finished goods and work in process 45,187 32,206 Supplies and other 2,238 2,064 Total 106,020 71,135 Less: Inventory reserves 8,876 8,106 Inventories, net $ 97,144 $ 63,029 Fixed costs related to excess manufacturing capacity, if any, have been expensed in the period they were incurred and, therefore, are not capitalized into inventory. Our inventories at January 31, 2016 and October 31, 2015 were valued using the following costing methods: January 31, October 31, (In thousands) LIFO $ 4,531 $ 3,642 FIFO 92,613 59,387 Total $ 97,144 $ 63,029 During interim periods, we estimate a LIFO reserve based on our expectations of year-end inventory levels and costs. If our calculations indicate that an adjustment at year-end will be required, we may record a proportionate share of this amount during the period. At year-end, we calculate the actual LIFO reserve and record an adjustment for the difference between the annual calculation and any estimates recognized during the interim periods. Because the interim projections are subject to many factors beyond our control, the results could differ significantly from the year-end LIFO calculation. We recorded no interim LIFO reserve adjustment for the three -month periods ended January 31, 2016 and 2015 . For inventories valued under the LIFO method, replacement cost exceeded the LIFO value by approximately $1.3 million at January 31, 2016 and October 31, 2015 . |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Jan. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The change in the carrying amount of goodwill for the three months ended January 31, 2016 was as follows: Three Months Ended January 31, 2016 (In thousands) Beginning balance as of November 1, 2015 129,770 Woodcraft acquisition 113,183 Other (201 ) Foreign currency translation adjustment (5,523 ) Balance as of the end of the period $ 237,229 During the fourth fiscal quarter of 2015, we evaluated our goodwill balances for indicators of impairment and performed our annual goodwill impairment test to determine the recoverability of these assets. We had four reportable units with goodwill balances. On November 2, 2015, we acquired Woodcraft, which constitutes a fifth reportable unit, of which the carrying value of the net assets and liabilities is deemed to approximate fair value at January 31, 2016. We determined that our goodwill was not impaired and there have been no triggering events to indicate impairment during the three months ended January 31, 2016 , so no additional testing was deemed necessary. For a summary of the change in the carrying amount of goodwill by segment, see Note 14, "Segment Information", included herewith. Identifiable Intangible Assets Amortizable intangible assets consisted of the following as of January 31, 2016 and October 31, 2015 : January 31, 2016 October 31, 2015 Gross Carrying Amount Accumulated Amortization Gross Carrying Accumulated (In thousands) Customer relationships $ 158,182 $ 27,409 $ 98,750 $ 24,628 Trademarks and trade names 57,827 24,281 58,916 23,416 Patents and other technology 25,832 15,621 25,881 15,158 Other 1,838 1,480 1,767 1,302 Total $ 243,679 $ 68,791 $ 185,314 $ 64,504 We do not estimate a residual value associated with these intangible assets. Included in net intangible assets as of January 31, 2016 were customer relationships of $40.8 million , trade names of $12.5 million , and patents and other of $0.6 million related to the HLP acquisition, with original estimated useful lives of 20 years, 15 years, and approximately 13 years, respectively. Also included in net intangible assets as of January 31, 2016 were $61.6 million of customer relationships and other intangibles of $0.1 million related to the Woodcraft acquisition, with original estimated useful lives of 12 years and 1 year, respectively. These intangible assets will be amortized on a straight-line basis. While we believe the third-party valuation rela ted to the Woodcraft acquisition is accurate, the purchase price allocation is preliminary, and therefore may be subject to change during the applicable measurement period. See Note 2, "Acquisitions", included herewith. For the three -month periods ended January 31, 2016 and 2015 , we had aggregate amortization expense of $3.2 million and $2.3 million , respectively. Estimated remaining amortization expense, assuming current intangible balances and no new acquisitions, for each of the fiscal years ending October 31, is as follows (in thousands): Estimated Amortization Expense 2016 (remaining nine months) $ 13,012 2017 16,874 2018 16,626 2019 15,840 2020 14,779 Thereafter 97,757 Total $ 174,888 |
Debt and Capital Lease Obligati
Debt and Capital Lease Obligations | 3 Months Ended |
Jan. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt and Capital Lease Obligations | Debt and Capital Lease Obligations Debt consisted of the following at January 31, 2016 and October 31, 2015 : January 31, October 31, (In thousands) Revolving Credit Facility $ — $ 50,000 Term Loan B (net of unamortized discount of $5,971 and $0) 304,029 — ABL facility 10,500 — City of Richmond, Kentucky Industrial Building Revenue Bonds 500 500 Capital lease obligations 5,848 6,900 Total debt 320,877 57,400 Less: Current maturities of long-term debt 8,752 2,359 Long-term debt $ 312,125 $ 55,041 On January 28, 2013, we entered into a Senior Unsecured Revolving Credit Facility (the Retired Facility) with a five-year term and permitted aggregate borrowings at any time of up to $150.0 million , with a letter of credit sub-facility, a swing line sub-facility and a multi-currency sub-facility. Borrowings denominated in United States dollars bore interest at a spread above the London Interbank Offered Rate (LIBOR) or a base rate derived from the prime rate. Foreign denominated borrowings bore interest at a spread above the LIBOR applicable to such currencies. Subject to customary conditions, we could have requested that the aggregate commitments under the Retired Facility be increased by up to $100.0 million , with total commitments not to exceed $250.0 million . The Retired Facility required us to comply with certain financial covenants, the terms of which were defined therein. Specifically, on a quarterly basis, we were not permitted to allow our ratio of consolidated EBITDA to consolidated interest expense as defined (Minimum Interest Coverage Ratio), to fall below 3.00:1 or our ratio of consolidated funded debt to consolidated EBITDA, as defined (Maximum Consolidated Leverage Ratio), to exceed 3.25:1 . The Maximum Consolidated Leverage Ratio is the ratio of consolidated EBITDA to consolidated interest expense, in each case for the previous four consecutive fiscal quarters. EBITDA was defined by the indenture to include proforma EBITDA of acquisitions and to exclude certain items such as goodwill and intangible asset impairments and certain other non-cash charges and non-recurring items. Subject to our compliance with the covenant requirements, the amount available under the Retired Facility was a function of: (1) our trailing twelve month EBITDA; (2) the Minimum Interest Coverage Ratio and Maximum Consolidated Leverage Ratio allowed under the Retired Facility; and (3) the aggregate amount of our outstanding debt and letters of credit. Effective June 15, 2015, in conjunction with the acquisition of HLP, we borrowed $92.0 million , at a weighted average borrowing rate of 1.28% , under the Retired Facility and subsequently repaid $42.0 million prior to October 31, 2015. As of October 31, 2015, we had outstanding revolver borrowings of $50.0 million , outstanding letters of credit of $5.9 million , and the remaining amount available to us for use under the Retired Facility was $86.6 million. Our current borrowing rates under the Retired Facility were 3.50% and 1.45% for the swing-line sub facility and the revolver, respectively, at October 31, 2015. On November 2, 2015, we refinanced and retired the Retired Facility by entering into a $310.0 million Term Loan Credit Agreement and a $100.0 million ABL Credit Agreement (collectively the “New Credit Facilities”) with Wells Fargo, National Association, as Agent, and Bank of America, N.A. serving as Syndication Agent. The term loan portion of the New Credit Facilities matures on November 2, 2022, and requires quarterly principal payments equal to 0.25% of the aggregate borrowings. Interest is computed, at our election, based on a Base Rate plus applicable margin of 4.25% , or LIBOR plus applicable margin of 5.25% (with the stipulation that LIBOR cannot be less than 1% ). In the event of default, outstanding borrowings will accrue interest at the Default Rate, as defined, whereby the obligations will bear interest at a per annum rate equal to 2% above the total per annum rate otherwise applicable. The term loan provides for incremental term loan commitments for a minimum principal amount of $25.0 million , up to an aggregate amount of $50.0 million , to the extent that such borrowings do not cause the Consolidated Senior Secured Leverage Ratio to exceed 3.00 to 1.00. The term loan agreement permits prepayment of the term loan of at least an aggregate amount of $5.0 million or any whole multiple of $1.0 million in excess thereof without penalty, except if such prepayment is made on or before November 2, 2016, we will pay a fee equal to 1% of such prepayment. The ABL portion of the New Credit Facilities matures on November 2, 2020 with no stated principal repayment terms prior to maturity. Borrowing capacity and availability is determined based upon the dollar equivalent of certain working capital items including receivables and inventory, subject to eligibility as determined by Wells Fargo, National Association, as Administrative Agent, up to the facility maximum of $100.0 million . Interest is computed, at our election, on a grid as the Base Rate plus an Applicable Margin, as defined in the agreement, or LIBOR plus an Applicable Margin. The Applicable Margin is outlined in the following table: Level Average Aggregate Excess Availability Applicable Margin Relative to Base Rate Loans Applicable Margin Relative to LIBOR Rate Loans I > 66.7% of the Maximum Revolver Amount 0.50 percentage points 1.50 percentage points II < 66.7% of the Maximum Revolver Amount and 33.3% of the Maximum Revolver Amount 0.75 percentage points 1.75 percentage points III < 33.3% of the Maximum Revolver Amount 1.00 percentage points 2.00 percentage points With regard to the applicable margin calculation, Level I is applied for the period from November 2, 2015 to March 31, 2016. In addition, the ABL portion of the New Credit Facilities requires payment of a commitment fee (unused line fee) in accordance with the following table: Level Average Revolver Usage Applicable Unused Line Fee Percentage I > 50% of the Maximum Revolver Amount 0.25 percentage points II < 50% of the Maximum Revolver Amount 0.375 percentage points With regard to the unused line fee, Level II is applied for the period from November 2, 2015 to March 31, 2016. The New Credit Facilities contain restrictive debt covenants which include: (1) as of the last day of each fiscal quarter through October 30, 2017, our Consolidated Total Leverage Ratio, as defined in the agreement, must not exceed 4.50 to 1.00. For the last day of each fiscal quarter after October 30, 2017, this ratio cannot exceed 4.00 to 1.00; (2) as of the last day of each fiscal month, we must maintain a trailing twelve-month Consolidated Fixed Charge Coverage Ratio, as defined in the agreement, of at least 1.10 to 1.00; (3) if our ABL Revolver Usage, as defined, exceeds the Borrowing Base, we must repay the excess amount on an accelerated basis to bring down the borrowing level; (4) if we receive consideration for the sale of assets other than “permitted assets” or for any insurance or condemnation event related to the ABL collateral, we are required to repay this amount as an ABL prepayment; if such payment is received with regards to assets that are not related to the ABL collateral, then we are required to repay this amount as a term loan prepayment; and (5) for each year we have “Excess Cash Flow,” as defined, we are required to make a mandatory prepayment of the term loan calculated in accordance with the terms outlined in the credit agreement. Furthermore, the New Credit Facilities require periodic reporting, as well as monthly borrowing base calculation pursuant to the ABL portion of the facility, and could restrict or limit our ability to engage in certain business activities such as: (1) future business acquisitions or liquidations; (2) incurring new indebtedness, liens or encumbrances; (3) merging or consolidating operations; (4) disposing of significant assets; (5) prepaying subordinated debt; (6) engaging in certain transactions with affiliates; or (7) modifying incentive plans or governance documents, amongst other restrictions (including a limitation on annual dividend payments of $8.0 million ). As of January 31, 2016, we had $310.0 million outstanding under the term loan facility (reduced by unamortized loan discount of $6.0 million ), $10.5 million outstanding under the ABL facility, $5.9 million of outstanding letters of credit and $6.3 million outstanding under capital leases and other debt vehicles. We have $60.6 million available under our credit facilities at January 31, 2016. The borrowings outstanding as of January 31, 2016 under the term loan and ABL facilities accrue interest at 6.25% and 1.93% , respectively, and our weighted average borrowing rate for borrowings outstanding during the three months ended January 31, 2016 was 6.02% . We were in compliance with our debt covenants as of January 31, 2016. Other Debt Instruments We maintain certain capital lease obligations related to equipment purchases. In conjunction with the acquisition of HLP, we assumed additional capital lease obligations of approximately $7.7 million . These capital lease obligations relate to equipment purchases and accrue interest at an average rate of 5.5% , and extend through the year 2020 . As of January 31, 2016, our obligations under the HLP capital leases total $5.8 million , of which $2.0 million is classified as the current portion of long-term debt and $3.8 million is classified as long-term debt on the accompanying unaudited condensed consolidated balance sheet. |
Retirement Plans
Retirement Plans | 3 Months Ended |
Jan. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Retirement Plans | Retirement Plans Pension Plan Our non-contributory, single employer defined benefit pension plan covers a majority of our employees in the United States. Employees of acquired companies may be covered after a transitional period. The net periodic pension cost for this plan for the three -month periods ended January 31, 2016 and 2015 was as follows: Three Months Ended January 31, 2016 2015 (In thousands) Service cost $ 795 $ 881 Interest cost 196 253 Expected return on plan assets (423 ) (461 ) Amortization of net loss 68 — Net periodic benefit cost $ 636 $ 673 During 2015, we contributed approximately $2.8 million to fund our plan, and we expect to make a contribution to our plan in September 2016 of approximately $2.3 million . Other Plans We also have a supplemental benefit plan covering certain executive officers and a non-qualified deferred compensation plan covering members of the Board of Directors and certain key employees. As of January 31, 2016 and October 31, 2015 , our liability under the supplemental benefit plan was approximately $2.0 million and $1.7 million , respectively, and under the deferred compensation plan was approximately $3.5 million and $3.3 million , respectively. We record the current portion of liabilities under these plans under the caption "Accrued Liabilities," and the long-term portion under the caption "Other Liabilities" in the accompanying condensed consolidated balance sheets. |
Warranty Obligations
Warranty Obligations | 3 Months Ended |
Jan. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Warranty Obligations | Warranty Obligations We accrue warranty obligations as we recognize revenue associated with certain products. We make provisions for our warranty obligations based upon historical experience of costs incurred for such obligations adjusted, as necessary, for current conditions and factors. There are significant uncertainties and judgments involved in estimating our warranty obligations, including changing product designs, differences in customer installation processes and future claims experience which may vary from historical claims experience. Therefore, the ultimate amount we incur as warranty costs in the near and long-term may not be consistent with our current estimate. A reconciliation of the activity related to our accrued warranty, including both the current and long-term portions (reported in accrued liabilities and other liabilities, respectively, on the accompanying condensed consolidated balance sheet) follows: Three Months Ended January 31, 2016 (In thousands) Beginning balance as of November 1, 2015 $ 535 Provision for warranty expense 71 Change in accrual for preexisting warranties 16 Warranty costs paid (24 ) Total accrued warranty as of the end of the period $ 598 Less: Current portion of accrued warranty 310 Long-term portion of accrued warranty $ 288 |
Income Taxes
Income Taxes | 3 Months Ended |
Jan. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes To determine our income tax expense for interim periods, consistent with accounting standards, we apply the estimated annual effective income tax rate to year-to-date results. Our estimated annual effective tax rates from continuing operations for the three months ended January 31, 2016 and 2015 were 34.0% and 47.6% , respectively. The 2016 effective rate was impacted by a discrete benefit item for the R&D credit which was made permanent in December 2015. Excluding this item, the effective tax rate was 32.0% . The increase in the 2015 effective tax rate is attributable to a discrete benefit item resulting from the reassessment of our uncertain tax position related to the 2008 spin-off of Quanex from a predecessor company in January 2015. Excluding this discrete item, the 2015 effective tax rate was 34.1% . The acquisition of Woodcraft Industries, Inc. in November 2015 established a noncurrent deferred tax liability of $36.3 million reflecting the book to tax basis difference in intangibles, fixed assets and inventory. The acquisition of Flamstead Holdings, Ltd in June 2015 established a noncurrent deferred tax liability of $13.2 million reflecting the book to tax basis difference in intangibles, fixed assets and inventory. As of January 31, 2016 , our unrecognized tax benefit (UTB) relates to certain state tax items regarding the interpretation of tax laws and regulations. In January 2015, we reassessed our unrecognized tax benefit related to the 2008 spin-off of Quanex from a predecessor company and recognized the full benefit of the tax positions taken. This reduced the liability for uncertain tax positions by $4.0 million and increased deferred income taxes (non-current assets) by $6.8 million and resulted in a non-cash increase in retained earnings of $10.0 million , with an increase in income tax benefit of $0.8 million . At January 31, 2016 , $0.5 million is recorded as a liability for uncertain tax positions. The disallowance of the UTB would not materially affect the annual effective tax rate. Judgment is required in assessing the future tax consequences of events that have been recognized in our financial statements or tax returns. The final outcome of the future tax consequences of legal proceedings, if any, as well as the outcome of competent authority proceedings, changes in regulatory tax laws, or interpretation of those tax laws could impact our financial statements. We are subject to the effect of these matters occurring in various jurisdictions. We do not believe any of the UTB at January 31, 2016 will be recognized within the next twelve months. We evaluate the likelihood of realization of our deferred tax assets by considering both positive and negative evidence. We believe there is no need for a valuation allowance of the federal net operating losses. We will continue to evaluate our position throughout the year. We maintain a valuation allowance for certain state net operating losses which totaled $1.1 million at January 31, 2016 . In November 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes . The amendments require deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. We adopted ASU No. 2015-17 as of November 1, 2015 on a retroactive basis. As a result, our presentation of deferred taxes at January 31, 2016 and October 31, 2015 is consistent with this guidance, and therefore the October 31, 2015 presentation reflects a reclassification of current deferred income tax asset of $14.0 million and the noncurrent deferred income tax liability of $5.2 million as a noncurrent deferred income tax asset of $8.8 million . |
Contingencies
Contingencies | 3 Months Ended |
Jan. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies Environmental We are subject to extensive laws and regulations concerning the discharge of materials into the environment and the remediation of chemical contamination. We accrue our best estimates of our remediation obligations and adjust these accruals when further information becomes available or circumstances change. We are currently not subject to any remediation activities. Spacer Migration We were notified by certain customers through our German operation that the vapor barrier employed on certain spacer products manufactured prior to March 2014 may permit spacer migration in certain extreme circumstances. This product does not have a specific customer warranty, but we have received claims from customers related to this issue, which we continue to investigate. The balance of the accrual for this matter at October 31, 2015 was $1.1 million . The accrual balance increased to $1.2 million at January 31, 2016, reflecting net claim payments of $0.3 million , and additional claims received of $0.4 million . We cannot estimate any future liability with regard to unasserted claims. However, we have received new claims during fiscal 2016 which we continue to investigate. We evaluate this reserve at each balance sheet date. We will investigate any future claims, but we are not obligated to honor any future claims. Affordable Care Act We are subject to the employer-shared responsibility requirements (more commonly referred to as the employer mandate) of the Affordable Care Act (ACA). The employer mandate requires us to offer health care insurance that meets minimum value and affordability requirements to our full-time employees and certain potential common law employees within a specified coverage threshold. Effective January 1, 2015, and for the calendar year ended December 31, 2015, we may be subject to a penalty in the form of an excise tax under the ACA if we do not meet these requirements. Furthermore, we must comply with the annual disclosure and reporting requirements. We have implemented mechanisms to achieve compliance with the ACA requirements. Litigation From time to time, we, along with our subsidiaries, are involved in various litigation matters arising in the ordinary course of our business. Although the ultimate resolution and impact of such litigation is not presently determinable, we believe that the eventual outcome of such litigation will not have a material adverse effect on our overall financial condition, results of operations or cash flows. |
Derivative Instruments
Derivative Instruments | 3 Months Ended |
Jan. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments | Derivative Instruments Our derivative activities are subject to the management, direction, and control of the Chief Financial Officer and Chief Executive Officer. Certain transactions in excess of specified levels require further approval from the Board of Directors. The nature of our business activities requires the management of various financial and market risks, including those related to changes in foreign currency exchange rates. We have historically used foreign currency forwards and options to mitigate or eliminate certain of those risks at our subsidiaries. We use foreign currency contracts to offset fluctuations in the value of accounts receivable and accounts payable balances that are denominated in currencies other than the United States dollar, including the Euro, British Pound and Canadian Dollar. Currently, we do not enter into derivative transactions for speculative or trading purposes. We are exposed to credit loss in the event of nonperformance by the counterparties to our derivative transactions. We attempt to mitigate this risk by monitoring the creditworthiness of our counterparties and limiting our exposure to individual counterparties. In addition, we have established master netting agreements in certain cases to facilitate the settlement of gains and losses on specific derivative contracts. We have not designated any of our derivative contracts as hedges for accounting purposes in accordance with the provisions under the Accounting Standards Codification Topic 815 "Derivatives and Hedging " (ASC 815). Therefore, changes in the fair value of these contracts and the realized gains and losses are recorded in the condensed consolidated statements of income (loss) for the three -month periods ended January 31, 2016 and 2015 as follows (in thousands): Three Months Ended January 31, Location of Gain: 2016 2015 Other, net Foreign currency derivatives $ 154 $ 652 We have chosen not to offset any of our derivative instruments in accordance with the provisions of ASC 815. Therefore, the assets and liabilities are presented on a gross basis on our accompanying condensed consolidated balance sheets. The fair values of our outstanding derivative contracts as of January 31, 2016 and October 31, 2015 were as follows (in thousands): January 31, 2016 October 31, 2015 Prepaid and other current assets: Foreign currency derivatives $ 1 $ 44 Accrued liabilities: Foreign currency derivatives $ (4 ) $ — The following table summarizes the notional amounts and fair value of outstanding derivative contracts at January 31, 2016 and October 31, 2015 (in thousands): Notional as indicated Fair Value in $ January 31, October 31, January 31, October 31, Foreign currency derivatives: Sell EUR, buy USD EUR 6,957 $ 8,076 $ (4 ) $ 37 Sell CAD, buy USD CAD 122 280 1 1 Sell GBP, buy USD GBP 179 226 — 3 Buy EUR, sell USD EUR — 807 — 3 Buy EUR, sell GBP EUR 23 2 — — For the classification in the fair value hierarchy, see Note 11, "Fair Value Measurement of Assets and Liabilities", included herewith. |
Fair Value Measurement of Asset
Fair Value Measurement of Assets and Liabilities | 3 Months Ended |
Jan. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement of Assets and Liabilities | Fair Value Measurement of Assets and Liabilities Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to Level 1 and the lowest priority to Level 3. The three levels of the fair value hierarchy are described below: • Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities. • Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability either directly or indirectly including quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (e.g., interest rates) and inputs that are derived principally from or corroborated by observable market data by correlation or other means. • Level 3 - Inputs that are both significant to the fair value measurement and unobservable. The following table summarizes the assets and liabilities measured on a recurring basis based on the fair value hierarchy (in thousands): January 31, 2016 October 31, 2015 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets Foreign currency derivatives $ — $ 1 $ — $ 1 $ — $ 44 $ — $ 44 Total assets $ — $ 1 $ — $ 1 $ — $ 44 $ — $ 44 Liabilities Foreign currency derivatives $ — $ 4 $ — $ 4 $ — $ — $ — $ — Contingent consideration — — 9,704 9,704 — — 10,414 10,414 Total liabilities $ — $ 4 $ 9,704 $ 9,708 $ — $ — $ 10,414 $ 10,414 All of our derivative contracts are valued using quoted market prices from brokers or exchanges and are classified within Level 2 of the fair value hierarchy. Contingent consideration associated with the HLP acquisition is included above as a Level 3 measurement (see Note 2, "Acquisitions"). We had approximately $2.4 million of certain property, plant and equipment that was recorded at fair value on a non-recurring basis and classified as Level 3 as of January 31, 2016 and October 31, 2015 . The fair value was based on broker opinions. Carrying amounts reported on the balance sheet for cash, cash equivalents, accounts receivable and accounts payable approximate fair value due to the short-term maturity of these instruments. Our outstanding debt is variable rate debt that re-prices frequently, thereby limiting our exposure to significant change in interest rate risk. As a result, the fair value of our debt instruments, as adjusted for unamortized discount of $6.0 million at January 31, 2016, approximates carrying value at January 31, 2016 and October 31, 2015 (Level 3 measurement). |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Jan. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation We have established and maintain an Omnibus Incentive Plan (2008 Plan) that provides for the granting of restricted stock awards, stock options, restricted stock units, performance share awards and other stock-based and cash-based awards. The 2008 Plan is administered by the Compensation and Management Development Committee of the Board of Directors. The aggregate number of shares of common stock originally authorized for grant under the 2008 Plan was 2,900,000 . In February 2011 and February 2014, shareholders approved an increase of the aggregate shares available for grant by 2,400,000 shares and 2,350,000 shares, respectively. Any officer, key employee and/or non-employee director is eligible for awards under the 2008 Plan. Historically, our practice has been to grant stock options and restricted stock units to non-employee directors on the last business day of each fiscal year, with an additional grant of options to each director on the date of his or her first anniversary of service. In May 2015, the Nominating & Corporate Governance Committee of our Board of Directors changed the annual grant to our directors to a grant of restricted stock units on the first day of the new fiscal year, November 1, eliminating the grant of stock options to the directors. Once approved by the Compensation & Management Development Committee of our Board of Directors in December, we grant stock options, restricted stock awards, and/or performance shares to officers, management and key employees. Occasionally, we may make additional grants to key employees at other times during the year. Restricted Stock Awards Restricted stock awards are granted to key employees and officers annually, and typically cliff vest over a three -year period with service and continued employment as the only vesting criteria. The recipient of the restricted stock awards is entitled to all of the rights of a shareholder, except that the awards are nontransferable during the vesting period. The fair value of the restricted stock award is established on the grant date and then expensed over the vesting period resulting in an increase in additional paid-in-capital. Shares are generally issued from treasury stock at the time of grant. A summary of non-vested restricted stock awards activity during the three months ended January 31, 2016 is presented below: Restricted Stock Awards Weighted Average Non-vested at October 31, 2015 293,000 $ 18.70 Granted 84,000 19.21 Cancelled (5,200 ) 18.61 Vested (26,000 ) 21.10 Non-vested at January 31, 2016 345,800 $ 18.65 The total weighted average grant-date fair value of restricted stock awards that vested during each of the three -month periods ended January 31, 2016 and 2015 was $0.5 million . As of January 31, 2016 , total unrecognized compensation cost related to unamortized restricted stock awards was $3.2 million . We expect to recognize this expense over the remaining weighted average vesting period of 1.7 years . Stock Options Historically, stock options have been awarded to key employees, officers and non-employee directors. Effective May 2015, the director compensation structure was revised to eliminate the annual grant of stock options to non-employee directors. Officer stock options typically vest ratably over a three -year period with service and continued employment as the vesting conditions. Our stock options may be exercised up to a maximum of ten years from the date of grant. The fair value of the stock options is determined on the grant date and expensed over the vesting period resulting in an increase in additional paid-in-capital. We use a Black-Scholes pricing model to estimate the fair value of stock options. A description of the methodology for the valuation assumptions was disclosed in our Annual Report on Form 10-K for the fiscal year ended October 31, 2015 . The following table provides a summary of assumptions used to estimate the fair value of our stock options issued during the three -month periods ended January 31, 2016 and 2015 . Three Months Ended January 31, 2016 2015 Weighted-average expected volatility 37.1% 47.7% Weighted-average expected term (in years) 5.4 5.8 Risk-free interest rate 1.7% 1.6% Expected dividend yield over expected term 1.0% 1.0% Weighted average grant date fair value $6.32 $8.40 The following table summarizes our stock option activity for the three months ended January 31, 2016 : Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (000s) Outstanding at October 31, 2015 2,352,188 $ 16.46 Granted 294,400 19.23 Exercised (185,241 ) 15.89 Forfeited/Expired (10,568 ) 19.51 Outstanding at January 31, 2016 2,450,779 $ 16.82 5.8 $ 4,961 Vested or expected to vest at January 31, 2016 2,441,813 $ 16.81 5.8 $ 4,959 Exercisable at January 31, 2016 1,970,038 $ 16.31 5.0 $ 4,843 Intrinsic value is the amount by which the market price of the common stock on the date of exercise exceeds the exercise price of the stock option. The total intrinsic value of stock options exercised during the three months ended January 31, 2016 was $0.8 million . There were no stock options exercised during the three months ended January 31, 2015. The weighted-average grant date fair value of stock options that vested during the three months ended January 31, 2016 and 2015 was $1.9 million and $2.2 million , respectively. As of January 31, 2016 , total unrecognized compensation cost related to stock options was $2.6 million . We expect to recognize this expense over the remaining weighted average vesting period of 1.5 years . Restricted Stock Units Restricted stock units may be awarded to key employees and officers from time to time, and annually to non-employee directors. The director restricted stock units vest immediately but are payable only upon the director's cessation of service, whereas restricted stock units awarded to employees and officers typically cliff vest after a three -year period with service and continued employment as the vesting conditions. Restricted stock units are not considered outstanding shares and do not have voting rights, although the holder does receive a cash payment equivalent to the dividend paid, on a one-for-one basis, on our outstanding common shares. Once the criteria is met, each restricted stock unit is payable to the holder in cash based on the market value of one share of our common stock. Accordingly, we record a liability for the restricted stock units on our balance sheet and recognize any changes in the market value during each reporting period as compensation expense. As of January 31, 2016, there were no non-vested restricted stock units. During the three -month period ended January 31, 2015, we paid $1.7 million to settle certain restricted stock units. Performance Share Awards Historically, we have granted performance units to key employees and officers annually. These awards cliff vest after a three -year period with service and performance measures such as relative total shareholder return and earnings per share growth as vesting conditions. These awards were treated as a liability and marked to market based upon our assessment of the achievement of the performance measures, with the assistance of third-party compensation consultants. We have awarded annual grants of performance shares in December 2015, 2014 and 2013. In addition, we awarded performance shares in January 2016 to a new officer. All of these performance share awards are designed with the same performance measures (relative total shareholder return and earnings per share growth). However, the number of shares earned is variable depending on the metrics achieved, and the settlement method is 50% in cash and 50% in our common stock. To account for these awards, we have bifurcated the portion subject to a market condition (relative total shareholder return) and the portion subject to an internal performance measure (earnings per share growth). We have further bifurcated these awards based on the settlement method, as the portion expected to settle in stock (equity component) and the portion expected to settle in cash (liability component). To value the shares subject to the market condition, we utilized a Monte Carlo simulation model to arrive at a grant-date fair value. This amount will be expensed over the three-year term of the award with a credit to additional paid-in-capital. To value the shares subject to the internal performance measure, we used the value of our common stock on the date of grant as the grant-date fair value per share. This amount is being expensed over the three -year term of the award, with a credit to additional paid-in-capital, and could fluctuate depending on the number of shares ultimately expected to vest based on our assessment of the probability that the performance conditions will be achieved. For both performance conditions, the portion of the award expected to settle in cash is recorded as a liability and is being marked to market over the three -year term of the award, and can fluctuate depending on the number of shares ultimately expected to vest. In conjunction with the annual grants in December 2015, 2014 and 2013, we awarded 158,100 , 137,400 and 155,800 performance shares, respectively. We also awarded 4,300 performance shares in January 2016. Depending on the achievement of the performance conditions, 0% to 200% of the awarded performance shares may ultimately vest. During the three months ended January 31, 2016, 4,500 of the performance shares issued in December 2013 and 3,900 of the performance shares issued in December 2014 were forfeited. During 2015, 9,200 of the performance shares issued in December 2013 and 8,200 of the performance shares issued in December 2014 were forfeited. During 2014, 7,000 of the performance shares issued in December 2013 were forfeited. For the three -month periods ended January 31, 2016 and 2015, we have recorded $0.5 million and $0.4 million , respectively, of compensation expense related to these performance share awards. Performance share awards are not considered outstanding shares and do not have voting rights, although dividends are accrued over the performance period and will be payable in cash based upon the number of performance shares ultimately earned. The performance shares are excluded from the diluted weighted-average shares used to calculate earnings per share until the performance criteria is probable to result in the issuance of contingent shares. As of January 31, 2016, we have deemed 67,550 shares related to performance shares as probable to be issued. Treasury Shares On September 5, 2014, our Board of Directors cancelled our existing stock repurchase program and approved a new stock repurchase program authorizing us to use up to $75.0 million to repurchase shares of our common stock. For the period from September 5, 2014 through October 31, 2014, we purchased 1,316,326 shares at a cost of $24.2 million under the new program. During the year ended October 31, 2015, we purchased an additional 2,675,903 shares at a cost of $50.8 million , of which 2,297,161 shares were purchased during the three months ended January 31, 2015 at a cost of $43.4 million . From inception of the program, we purchased 3,992,229 shares at a cost of $75.0 million . We record treasury stock purchases under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. Shares are generally issued from treasury stock at the time of grant of restricted stock awards, and upon the exercise of stock options and upon the issuance of performance shares. On the subsequent issuance of treasury shares, we record proceeds in excess of cost as an increase in additional paid in capital. A deficiency of such proceeds relative to costs would be applied to reduce paid-in-capital associated with prior issuances to the extent available, with the remainder recorded as a charge to retained earnings. We recorded a charge to retained earnings of $0.4 million in the three months ended January 31, 2016. The following table summarizes the treasury stock activity during the three months ended January 31, 2016 : Three Months Ended January 31, 2016 Beginning balance as of November 1, 2015 3,647,103 Restricted stock awards granted (84,000 ) Stock options exercised (185,241 ) Balance at end of period 3,377,862 |
Other Income (Expense)
Other Income (Expense) | 3 Months Ended |
Jan. 31, 2016 | |
Other Income and Expenses [Abstract] | |
Other Income (Expense) | Other Income (Expense) Other income (expense) included under the caption "Other, net" on the accompanying condensed consolidated statements of income (loss), consisted of the following for the three -month periods ended January 31, 2016 and 2015 : Three Months Ended January 31, 2016 2015 (In thousands) Foreign currency transaction losses $ (2,629 ) $ (834 ) Foreign currency derivative gains 154 652 Interest income 36 31 Other 78 — Other income (expense) $ (2,361 ) $ (151 ) |
Segment Information (Notes)
Segment Information (Notes) | 3 Months Ended |
Jan. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | Segment Information In our Annual Report on Form 10-K as of October 31, 2015 we presented two reportable segments in accordance with ASC Topic 280-10-50, “ Segment Reporting ” (ASC 280): (1) Engineered Products, comprised of four operating segments, focused primarily on North American fenestration, and (2) International Extrusion, comprised solely of HLP that was acquired on June 15, 2015. In addition, we recorded LIFO inventory adjustments, corporate office charges and inter-segment eliminations as Corporate & Other. With the acquisition of Woodcraft on November 2, 2015, we re-evaluated our reportable operating segment presentation and changed the presentation to have three reportable business segments: (1) North American Engineered Components segment (“NA Engineered Components”), comprised of four operating segments primarily focused on the fenestration market in North America; (2) European Engineered Components segment (“EU Engineered Components”), comprised of our United Kingdom-based vinyl extrusion business and the European insulating glass business; (3) North American Cabinet Components segment (“NA Cabinet Components”), comprised solely of the North American cabinet door and components business acquired in November 2015. We continue to maintain what was previously called Corporate & Other, now called Unallocated Corporate & Other, but a portion of the general and administrative costs associated with the corporate office have been allocated to the reportable operating segments, based upon a relative measure of profitability in order to more accurately reflect the true cost of the administrative function. Certain costs were not allocated to the reportable operating segments, but remain in Unallocated Corporate & Other, including transaction expenses, stock-based compensation, long-term incentive awards based on the performance of our common stock and other factors, depreciation of corporate assets, interest expense, other, net, income taxes and inter-segment eliminations. For the quarter ended January 31, 2016, we allocated $4.4 million of corporate general and administrative expense, of which $2.4 million was allocated to NA Engineered Components, $0.9 million was allocated to EU Engineered Components, and $1.1 million was allocated to NA Cabinet Components. For the quarter ended January 31, 2015, the allocable base was $4.5 million , of which $2.5 million was allocated to the NA Engineered Components, $0.2 million was allocated to the EU Engineered Components, and no cost was allocated to NA Cabinet Components, resulting in $1.8 million which remained in Unallocated Corporate & Other. This treatment was applied to avoid an asymmetrical allocation amongst the operating segments for the comparative period due to the timing of acquisitions. The accounting policies of our operating segments are the same as those used to prepare our accompanying condensed consolidated financial statements. ASC Topic 280-10-50, “ Segment Reporting ” (ASC 280) permits aggregation of operating segments based on factors including, but not limited to: (1) similar nature of products serving the building products industry, primarily the fenestration business; (2) similar production processes, although there are some differences in the amount of automation amongst operating plants; (3) similar types or classes of customers, namely the primary original equipment manufacturers (OEMs) in the window and door industry; (4) similar distribution methods for product delivery, although the extent of the use of third-party distributors will vary amongst the businesses; (5) similar regulatory environment; and (6) converging long-term economic similarities. Segment information for the three months ended January 31, 2016 and 2015, and total assets as of January 31, 2016 and October 31, 2015 are summarized as follows (in thousands): NA Eng. Comp. EU Eng. Comp. NA Cabinet Comp. Corp. & Other Total Three Months Ended January 31, 2016 Net sales $ 121,048 $ 33,068 $ 48,525 $ (1,173 ) $ 201,468 Depreciation and amortization 7,208 2,458 3,145 159 12,970 Operating income (loss) 5,517 1,352 (1,291 ) (7,716 ) (2,138 ) Capital expenditures 5,353 2,253 974 72 8,652 As of January 31, 2016 Total assets $ 308,723 $ 209,490 $ 295,189 $ 16,460 $ 829,862 Three Months Ended January 31, 2015 Net sales $ 117,831 $ 11,182 $ — $ (1,120 ) $ 127,893 Depreciation and amortization 7,302 421 — 485 8,208 Operating income (loss) (2,181 ) 167 — (3,601 ) (5,615 ) Capital expenditures 6,563 758 — — 7,321 As of October 31, 2015 Total assets $ 314,397 $ 231,261 $ — $ 21,132 $ 566,790 The following table reconciles our segment presentation, as previously reported in our Quarterly Report on Form 10-Q for the three months ended January 31, 2015, to the current presentation (in thousands): Three months ended January 31, 2015 As Previously Reported Reclassification Current Presentation Engineered Products Net sales $ 127,893 $ (127,893 ) $ — Depreciation and amortization 8,208 (8,208 ) — Operating income (loss) (5,615 ) 5,615 — Capital expenditures $ 7,321 $ (7,321 ) $ — NA Engineered Components Net sales $ — $ 117,831 $ 117,831 Depreciation and amortization — 7,302 7,302 Operating income (loss) — (2,181 ) (2,181 ) Capital expenditures $ — $ 6,563 $ 6,563 EU Engineered Components Net sales $ — $ 11,182 $ 11,182 Depreciation and amortization — 421 421 Operating income (loss) — 167 167 Capital expenditures $ — $ 758 $ 758 Unallocated Corporate & Other Net sales $ — $ (1,120 ) $ (1,120 ) Depreciation and amortization — 485 485 Operating income (loss) — (3,601 ) (3,601 ) Capital expenditures $ — $ — $ — The following table summarizes the change in the carrying amount of goodwill by segment for the three months ended January 31, 2016 (in thousands): NA Eng. Comp. EU Eng. Comp. NA Cabinet Comp. Unalloc. Corp. & Other Total Balance as of October 31, 2015 $ 51,314 $ 78,456 $ — $ — $ 129,770 Woodcraft acquisition — — 113,183 — 113,183 Other — (201 ) — — (201 ) Foreign currency translation adjustment — (5,523 ) — — (5,523 ) Balance as of January 31, 2016 $ 51,314 $ 72,732 $ 113,183 $ — $ 237,229 For further details of Goodwill, see Note 4, "Goodwill & Intangible Assets", located herewith. We did not allocate non-operating expense or income tax expense to the reportable segments. The following table reconciles operating loss as reported above to net loss for the three months ended January 31, 2016 and 2015: January 31, January 31, (In thousands) Operating loss (2,138 ) (5,615 ) Interest expense (6,491 ) (141 ) Other, net (2,361 ) (151 ) Income tax benefit 3,741 2,813 Net loss from continuing operations $ (7,249 ) $ (3,094 ) Product Sales We produce a wide variety of products that are used in the fenestration industry, including: window and door systems design, engineering and fabrication; accessory trim profiles with real wood veneers and wood grain laminate finishes; window spacer systems; extruded vinyl products; metal fabrication; and astragals, thresholds and screens. In addition, we produce certain non-fenestration products, including: kitchen and bath cabinets, flooring and trim moldings, solar edge tape, plastic decking, fencing, water retention barriers, conservatory roof components, and other products. The following table summarizes our product sales for the three months ended January 31, 2016 and 2015 into general groupings by segment to provide additional information to our shareholders. Three months ended January 31, 2016 2015 (In thousands) NA Engineered Components: United States - fenestration $ 101,773 $ 98,353 International - fenestration 6,891 5,887 United States - non-fenestration 8,108 9,139 International - non-fenestration 4,276 4,452 $ 121,048 $ 117,831 EU Engineered Components: United States - fenestration $ — $ 40 International - fenestration 30,010 11,142 International - non-fenestration 3,058 — $ 33,068 $ 11,182 NA Cabinet Components: United States $ 47,870 $ — International 655 — $ 48,525 $ — Unallocated Corporate & Other Eliminations $ (1,173 ) $ (1,120 ) $ (1,173 ) $ (1,120 ) Net sales 201,468 127,893 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Jan. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share We compute basic earnings per share by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per common and potential common shares include the weighted average of additional shares associated with the incremental effect of dilutive employee stock options, non-vested restricted stock as determined using the treasury stock method prescribed by U.S. GAAP and contingent shares associated with performance share awards, if dilutive. Basic and diluted loss per share was $(0.21) and $(0.09) for the three months ended January 31, 2016 and 2015, respectively. The computation of diluted earnings per share excludes outstanding stock options and other common stock equivalents when their inclusion would be anti-dilutive. This is always the case when an entity incurs a net loss. During the three-month periods ended January 31, 2016 and 2015, 326,897 and 472,497 shares of common stock equivalents, respectively, and 166,343 and 101,579 shares of restricted stock, respectively, were excluded from the computation of diluted earnings per share. There were 67,550 potentially dilutive contingent shares related to performance share awards for the three-month period ended January 31, 2016; there were no corresponding contingent shares for the three month-period ended January 31, 2015. For the three-month periods ended January 31, 2016 and 2015, we had 960,672 and 762,572 securities, respectively, that were potentially dilutive in future earnings per share calculations. Such dilution will be dependent on the excess of the market price of our stock over the exercise price and other components of the treasury stock method. |
New Accounting Guidance Adopted
New Accounting Guidance Adopted | 3 Months Ended |
Jan. 31, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Guidance Adopted | New Accounting Guidance Adopted In November 2015, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes . The amendments require deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. We adopted ASU No. 2015-17 as of November 1, 2015 on a retroactive basis. As a result, our presentation of deferred taxes at January 31, 2016 and October 31, 2015 is consistent with this guidance, and therefore the October 31, 2015 presentation reflects a reclassification of current deferred income tax asset of $14.0 million and the noncurrent deferred income tax liability of $5.2 million as a noncurrent deferred income tax asset of $8.8 million (see Note 8, "Income Taxes"). |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of Assets Acquired, Liabilities Assumed and Consideration | The purchase price has been allocated to the fair value of the assets acquired and liabilities assumed, as indicated in the table below. Changes in the contingent consideration due to the passage of time and potential differences between projected and actual operating results for HLP for the earn-out period will be recorded as period costs as incurred. We recorded expense related to the change in contingent consideration of $0.1 million for the three months ended January 31, 2016. In addition, we recorded certain final adjustments related to the fair value of fixed assets and accrued liabilities resulting in a decrease in goodwill of $0.2 million during the three months ended January 31, 2016. As of Date of (In thousands) Net assets acquired: Accounts receivable $ 12,104 Inventory 16,015 Prepaid and other assets 722 Property, plant and equipment 27,218 Goodwill 61,323 Intangible assets 61,101 Other non-current assets 2,252 Accounts payable (9,375 ) Income taxes payable (948 ) Accrued expenses (6,239 ) Deferred tax liabilities (14,492 ) Net assets acquired $ 149,681 Consideration: Cash, net of cash and cash equivalents acquired $ 131,689 Debt assumed in acquisition (capital leases) 7,673 Contingent consideration (earn-out) 10,319 $ 149,681 We are still determining the purchase price allocation for Woodcraft. A preliminary purchase price allocation of the fair value of the assets acquired and liabilities assumed is included in the table below. These estimates are subject to change and will likely result in an increase or decrease in goodwill, particularly with regard to third-party valuations and our estimates of fixed assets, intangible assets, inventory, and deferred taxes, during the measurement period, which may extend up to one year from the acquisition date. As of Date of (In thousands) Net assets acquired: Accounts receivable $ 23,944 Inventory 30,700 Prepaid and other current assets 3,863 Property, plant and equipment 62,400 Goodwill 113,183 Intangible assets 63,000 Accounts payable (4,619 ) Accrued expenses (9,911 ) Other non-current liabilities (344 ) Deferred income tax liabilities, net (36,270 ) Net assets acquired $ 245,946 Consideration: Cash, net of cash and cash equivalents acquired $ 245,946 |
Summary of Pro Forma Results | We calculated the pro forma impact of the HLP and Woodcraft acquisitions and the associated debt financing on our operating results for the three months ended January 31, 2015. The following pro forma results give effect to these acquisitions, assuming the transactions occurred on November 1, 2014. Pro Forma Results For the Three Months Ended January 31, 2015 (In thousands) Net sales $ 205,340 Loss from continuing operations $ (1,258 ) Net loss $ (1,235 ) Basic loss per share $ (0.04 ) Diluted loss per share $ (0.04 ) |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consisted of the following at January 31, 2016 and October 31, 2015 : January 31, October 31, (In thousands) Raw materials $ 58,595 $ 36,865 Finished goods and work in process 45,187 32,206 Supplies and other 2,238 2,064 Total 106,020 71,135 Less: Inventory reserves 8,876 8,106 Inventories, net $ 97,144 $ 63,029 |
Values of Inventories | Our inventories at January 31, 2016 and October 31, 2015 were valued using the following costing methods: January 31, October 31, (In thousands) LIFO $ 4,531 $ 3,642 FIFO 92,613 59,387 Total $ 97,144 $ 63,029 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in the Carrying Amount of Goodwill | The change in the carrying amount of goodwill for the three months ended January 31, 2016 was as follows: Three Months Ended January 31, 2016 (In thousands) Beginning balance as of November 1, 2015 129,770 Woodcraft acquisition 113,183 Other (201 ) Foreign currency translation adjustment (5,523 ) Balance as of the end of the period $ 237,229 The following table summarizes the change in the carrying amount of goodwill by segment for the three months ended January 31, 2016 (in thousands): NA Eng. Comp. EU Eng. Comp. NA Cabinet Comp. Unalloc. Corp. & Other Total Balance as of October 31, 2015 $ 51,314 $ 78,456 $ — $ — $ 129,770 Woodcraft acquisition — — 113,183 — 113,183 Other — (201 ) — — (201 ) Foreign currency translation adjustment — (5,523 ) — — (5,523 ) Balance as of January 31, 2016 $ 51,314 $ 72,732 $ 113,183 $ — $ 237,229 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class | gible Assets Amortizable intangible assets consisted of the following as |
Estimated Amortization Expense Related to Intangible Assets | ense, assuming current intangible balances and no new acquisitions, for each of the fiscal years ending October 31, is as follows (in thousands): Estimated Amortization Expense 2016 (remaining nine months) $ 13,012 2017 16,874 2018 16,626 2019 15,840 2020 14,779 Thereafter 97,757 Total $ 174,888 |
Debt and Capital Lease Obliga29
Debt and Capital Lease Obligations (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt and Capital Lease Obligations | Debt consisted of the following at January 31, 2016 and October 31, 2015 : January 31, October 31, (In thousands) Revolving Credit Facility $ — $ 50,000 Term Loan B (net of unamortized discount of $5,971 and $0) 304,029 — ABL facility 10,500 — City of Richmond, Kentucky Industrial Building Revenue Bonds 500 500 Capital lease obligations 5,848 6,900 Total debt 320,877 57,400 Less: Current maturities of long-term debt 8,752 2,359 Long-term debt $ 312,125 $ 55,041 |
Retirement Plans (Tables)
Retirement Plans (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Net Periodic Pension Cost | The net periodic pension cost for this plan for the three -month periods ended January 31, 2016 and 2015 was as follows: Three Months Ended January 31, 2016 2015 (In thousands) Service cost $ 795 $ 881 Interest cost 196 253 Expected return on plan assets (423 ) (461 ) Amortization of net loss 68 — Net periodic benefit cost $ 636 $ 673 |
Warranty Obligations (Tables)
Warranty Obligations (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Reconciliation of Activity Related to Accrued Warranty | A reconciliation of the activity related to our accrued warranty, including both the current and long-term portions (reported in accrued liabilities and other liabilities, respectively, on the accompanying condensed consolidated balance sheet) follows: Three Months Ended January 31, 2016 (In thousands) Beginning balance as of November 1, 2015 $ 535 Provision for warranty expense 71 Change in accrual for preexisting warranties 16 Warranty costs paid (24 ) Total accrued warranty as of the end of the period $ 598 Less: Current portion of accrued warranty 310 Long-term portion of accrued warranty $ 288 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Location in Financial Performance and Financial Position | We have not designated any of our derivative contracts as hedges for accounting purposes in accordance with the provisions under the Accounting Standards Codification Topic 815 "Derivatives and Hedging " (ASC 815). Therefore, changes in the fair value of these contracts and the realized gains and losses are recorded in the condensed consolidated statements of income (loss) for the three -month periods ended January 31, 2016 and 2015 as follows (in thousands): Three Months Ended January 31, Location of Gain: 2016 2015 Other, net Foreign currency derivatives $ 154 $ 652 We have chosen not to offset any of our derivative instruments in accordance with the provisions of ASC 815. Therefore, the assets and liabilities are presented on a gross basis on our accompanying condensed consolidated balance sheets. The fair values of our outstanding derivative contracts as of January 31, 2016 and October 31, 2015 were as follows (in thousands): January 31, 2016 October 31, 2015 Prepaid and other current assets: Foreign currency derivatives $ 1 $ 44 Accrued liabilities: Foreign currency derivatives $ (4 ) $ — |
Schedule of Notional Amounts of Oustanding Derivative Positions | The following table summarizes the notional amounts and fair value of outstanding derivative contracts at January 31, 2016 and October 31, 2015 (in thousands): Notional as indicated Fair Value in $ January 31, October 31, January 31, October 31, Foreign currency derivatives: Sell EUR, buy USD EUR 6,957 $ 8,076 $ (4 ) $ 37 Sell CAD, buy USD CAD 122 280 1 1 Sell GBP, buy USD GBP 179 226 — 3 Buy EUR, sell USD EUR — 807 — 3 Buy EUR, sell GBP EUR 23 2 — — |
Fair Value Measurement of Ass33
Fair Value Measurement of Assets and Liabilities (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value of Assets and Liabilities Measured on Recurring Basis | The following table summarizes the assets and liabilities measured on a recurring basis based on the fair value hierarchy (in thousands): January 31, 2016 October 31, 2015 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets Foreign currency derivatives $ — $ 1 $ — $ 1 $ — $ 44 $ — $ 44 Total assets $ — $ 1 $ — $ 1 $ — $ 44 $ — $ 44 Liabilities Foreign currency derivatives $ — $ 4 $ — $ 4 $ — $ — $ — $ — Contingent consideration — — 9,704 9,704 — — 10,414 10,414 Total liabilities $ — $ 4 $ 9,704 $ 9,708 $ — $ — $ 10,414 $ 10,414 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of Nonvested Restricted Share Activity | A summary of non-vested restricted stock awards activity during the three months ended January 31, 2016 is presented below: Restricted Stock Awards Weighted Average Non-vested at October 31, 2015 293,000 $ 18.70 Granted 84,000 19.21 Cancelled (5,200 ) 18.61 Vested (26,000 ) 21.10 Non-vested at January 31, 2016 345,800 $ 18.65 |
Schedule of Valuation Assumptions for Stock Options | The following table provides a summary of assumptions used to estimate the fair value of our stock options issued during the three -month periods ended January 31, 2016 and 2015 . Three Months Ended January 31, 2016 2015 Weighted-average expected volatility 37.1% 47.7% Weighted-average expected term (in years) 5.4 5.8 Risk-free interest rate 1.7% 1.6% Expected dividend yield over expected term 1.0% 1.0% Weighted average grant date fair value $6.32 $8.40 |
Schedule of Stock Option Activity | The following table summarizes our stock option activity for the three months ended January 31, 2016 : Stock Options Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (000s) Outstanding at October 31, 2015 2,352,188 $ 16.46 Granted 294,400 19.23 Exercised (185,241 ) 15.89 Forfeited/Expired (10,568 ) 19.51 Outstanding at January 31, 2016 2,450,779 $ 16.82 5.8 $ 4,961 Vested or expected to vest at January 31, 2016 2,441,813 $ 16.81 5.8 $ 4,959 Exercisable at January 31, 2016 1,970,038 $ 16.31 5.0 $ 4,843 |
Treasury Stock Activity | The following table summarizes the treasury stock activity during the three months ended January 31, 2016 : Three Months Ended January 31, 2016 Beginning balance as of November 1, 2015 3,647,103 Restricted stock awards granted (84,000 ) Stock options exercised (185,241 ) Balance at end of period 3,377,862 |
Other Income (Expense) (Tables)
Other Income (Expense) (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Non-operating Income (Expense) | Other income (expense) included under the caption "Other, net" on the accompanying condensed consolidated statements of income (loss), consisted of the following for the three -month periods ended January 31, 2016 and 2015 : Three Months Ended January 31, 2016 2015 (In thousands) Foreign currency transaction losses $ (2,629 ) $ (834 ) Foreign currency derivative gains 154 652 Interest income 36 31 Other 78 — Other income (expense) $ (2,361 ) $ (151 ) |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | We did not allocate non-operating expense or income tax expense to the reportable segments. The following table reconciles operating loss as reported above to net loss for the three months ended January 31, 2016 and 2015: January 31, January 31, (In thousands) Operating loss (2,138 ) (5,615 ) Interest expense (6,491 ) (141 ) Other, net (2,361 ) (151 ) Income tax benefit 3,741 2,813 Net loss from continuing operations $ (7,249 ) $ (3,094 ) Segment information for the three months ended January 31, 2016 and 2015, and total assets as of January 31, 2016 and October 31, 2015 are summarized as follows (in thousands): NA Eng. Comp. EU Eng. Comp. NA Cabinet Comp. Corp. & Other Total Three Months Ended January 31, 2016 Net sales $ 121,048 $ 33,068 $ 48,525 $ (1,173 ) $ 201,468 Depreciation and amortization 7,208 2,458 3,145 159 12,970 Operating income (loss) 5,517 1,352 (1,291 ) (7,716 ) (2,138 ) Capital expenditures 5,353 2,253 974 72 8,652 As of January 31, 2016 Total assets $ 308,723 $ 209,490 $ 295,189 $ 16,460 $ 829,862 Three Months Ended January 31, 2015 Net sales $ 117,831 $ 11,182 $ — $ (1,120 ) $ 127,893 Depreciation and amortization 7,302 421 — 485 8,208 Operating income (loss) (2,181 ) 167 — (3,601 ) (5,615 ) Capital expenditures 6,563 758 — — 7,321 As of October 31, 2015 Total assets $ 314,397 $ 231,261 $ — $ 21,132 $ 566,790 The following table reconciles our segment presentation, as previously reported in our Quarterly Report on Form 10-Q for the three months ended January 31, 2015, to the current presentation (in thousands): Three months ended January 31, 2015 As Previously Reported Reclassification Current Presentation Engineered Products Net sales $ 127,893 $ (127,893 ) $ — Depreciation and amortization 8,208 (8,208 ) — Operating income (loss) (5,615 ) 5,615 — Capital expenditures $ 7,321 $ (7,321 ) $ — NA Engineered Components Net sales $ — $ 117,831 $ 117,831 Depreciation and amortization — 7,302 7,302 Operating income (loss) — (2,181 ) (2,181 ) Capital expenditures $ — $ 6,563 $ 6,563 EU Engineered Components Net sales $ — $ 11,182 $ 11,182 Depreciation and amortization — 421 421 Operating income (loss) — 167 167 Capital expenditures $ — $ 758 $ 758 Unallocated Corporate & Other Net sales $ — $ (1,120 ) $ (1,120 ) Depreciation and amortization — 485 485 Operating income (loss) — (3,601 ) (3,601 ) Capital expenditures $ — $ — $ — |
Changes in the Carrying Amount of Goodwill | The change in the carrying amount of goodwill for the three months ended January 31, 2016 was as follows: Three Months Ended January 31, 2016 (In thousands) Beginning balance as of November 1, 2015 129,770 Woodcraft acquisition 113,183 Other (201 ) Foreign currency translation adjustment (5,523 ) Balance as of the end of the period $ 237,229 The following table summarizes the change in the carrying amount of goodwill by segment for the three months ended January 31, 2016 (in thousands): NA Eng. Comp. EU Eng. Comp. NA Cabinet Comp. Unalloc. Corp. & Other Total Balance as of October 31, 2015 $ 51,314 $ 78,456 $ — $ — $ 129,770 Woodcraft acquisition — — 113,183 — 113,183 Other — (201 ) — — (201 ) Foreign currency translation adjustment — (5,523 ) — — (5,523 ) Balance as of January 31, 2016 $ 51,314 $ 72,732 $ 113,183 $ — $ 237,229 |
Schedule of Product Sales | The following table summarizes our product sales for the three months ended January 31, 2016 and 2015 into general groupings by segment to provide additional information to our shareholders. Three months ended January 31, 2016 2015 (In thousands) NA Engineered Components: United States - fenestration $ 101,773 $ 98,353 International - fenestration 6,891 5,887 United States - non-fenestration 8,108 9,139 International - non-fenestration 4,276 4,452 $ 121,048 $ 117,831 EU Engineered Components: United States - fenestration $ — $ 40 International - fenestration 30,010 11,142 International - non-fenestration 3,058 — $ 33,068 $ 11,182 NA Cabinet Components: United States $ 47,870 $ — International 655 — $ 48,525 $ — Unallocated Corporate & Other Eliminations $ (1,173 ) $ (1,120 ) $ (1,173 ) $ (1,120 ) Net sales 201,468 127,893 |
Earnings Per Share Earnings Per
Earnings Per Share Earnings Per Share (Tables) | 3 Months Ended |
Jan. 31, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Basic and diluted loss per share was $(0.21) and $(0.09) for the three months ended January 31, 2016 and 2015, respectively. The computation of diluted earnings per share excludes outstanding stock options and other common stock equivalents when their inclusion would be anti-dilutive. This is always the case when an entity incurs a net loss. During the three-month periods ended January 31, 2016 and 2015, 326,897 and 472,497 shares of common stock equivalents, respectively, and 166,343 and 101,579 shares of restricted stock, respectively, were excluded from the computation of diluted earnings per share. There were 67,550 potentially dilutive contingent shares related to performance share awards for the three-month period ended January 31, 2016; there were no corresponding contingent shares for the three month-period ended January 31, 2015. For the three-month periods ended January 31, 2016 and 2015, we had 960,672 and 762,572 securities, respectively, that were potentially dilutive in future earnings per share calculations. Such dilution will be dependent on the excess of the market price of our stock over the exercise price and other components of the treasury stock method. |
Nature of Operations and Basi38
Nature of Operations and Basis of Presentation (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Jan. 31, 2016USD ($)segment | Jan. 31, 2015USD ($) | Oct. 31, 2015segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Number of reportable segments | segment | 3 | 2 | |
Disposal Group, Including Discontinued Operation, Additional Disclosures [Abstract] | |||
Purchases of aluminum product from Nichols | $ 1,700 | $ 4,500 | |
Insurance proceeds received related to fire at Nichols | $ 0 | 513 | |
Gain on involuntary conversion related to fire at Nichols | $ 500 |
Nature of Operations and Basi39
Nature of Operations and Basis of Presentation - Results of Operations, Discontinued Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Net loss | $ 0 | $ 23 |
Basic loss per common share (in usd per share) | $ 0 | $ 0 |
Diluted loss per common share (in usd per share) | $ 0 | $ 0 |
Acquisitions - Summary of Asset
Acquisitions - Summary of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Nov. 02, 2015 | Jun. 15, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Oct. 31, 2015 |
Net assets acquired: | |||||
Goodwill | $ 237,229 | $ 129,770 | |||
Consideration: | |||||
Cash, net of cash and cash equivalents acquired | $ 245,946 | $ 0 | |||
Woodcraft [Member] | |||||
Net assets acquired: | |||||
Accounts receivable | $ 23,944 | ||||
Inventory | 30,700 | ||||
Prepaid and other assets | 3,863 | ||||
Property, plant and equipment | 62,400 | ||||
Goodwill | 113,183 | ||||
Intangible assets | 63,000 | ||||
Accounts payable | (4,619) | ||||
Accrued expenses | (9,911) | ||||
Other non-current liabilities | (344) | ||||
Deferred tax liabilities | (36,270) | ||||
Net assets acquired | 245,946 | ||||
Consideration: | |||||
Cash, net of cash and cash equivalents acquired | $ 245,946 | ||||
HLP Acquisition | |||||
Net assets acquired: | |||||
Accounts receivable | $ 12,104 | ||||
Inventory | 16,015 | ||||
Prepaid and other assets | 722 | ||||
Property, plant and equipment | 27,218 | ||||
Goodwill | 61,323 | ||||
Intangible assets | 61,101 | ||||
Other non-current assets | 2,252 | ||||
Accounts payable | (9,375) | ||||
Income taxes payable | (948) | ||||
Accrued expenses | (6,239) | ||||
Deferred tax liabilities | (14,492) | ||||
Net assets acquired | 149,681 | ||||
Consideration: | |||||
Cash, net of cash and cash equivalents acquired | 131,689 | ||||
Debt assumed in acquisition (capital leases) | 7,673 | ||||
Contingent consideration | 10,319 | ||||
Consideration transferred | $ 149,681 |
Acquisitions (Detail)
Acquisitions (Detail) $ in Thousands | Nov. 02, 2015USD ($) | Jun. 15, 2015USD ($) | Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($) | Oct. 31, 2015USD ($) |
Business Acquisition [Line Items] | |||||
Goodwill | $ 237,229 | $ 129,770 | |||
Cash, net of cash and cash equivalents acquired | 245,946 | $ 0 | |||
Woodcraft [Member] | |||||
Business Acquisition [Line Items] | |||||
Inventory | $ 30,700 | ||||
Prepaid and other assets | 3,863 | ||||
Property, plant and equipment | 62,400 | ||||
Intangible assets | 63,000 | ||||
Contingent consideration (earn-out) | 344 | ||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 48,500 | ||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | 300 | ||||
Payments to Acquire Businesses, Gross | 245,900 | ||||
Goodwill | 113,183 | ||||
Cash, net of cash and cash equivalents acquired | $ 245,946 | ||||
HLP Acquisition | |||||
Business Acquisition [Line Items] | |||||
Earn-out Period Compensation Expense | 100 | ||||
Goodwill, Period Increase (Decrease) | (200) | ||||
Debt assumed in acquisition (capital leases) | $ 7,673 | ||||
Contingent consideration | 10,319 | ||||
Inventory | 16,015 | ||||
Prepaid and other assets | 722 | ||||
Property, plant and equipment | 27,218 | ||||
Intangible assets | 61,101 | ||||
Cash paid for acquisition, net of cash and cash equivalents acquired | 149,681 | ||||
Costs and Expenses, Related Party | 400 | ||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 21,900 | ||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 600 | ||||
Goodwill | 61,323 | ||||
Cash, net of cash and cash equivalents acquired | $ 131,689 | ||||
Manufacturing Facility [Member] | HLP Acquisition | |||||
Business Acquisition [Line Items] | |||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 20 years | ||||
Warehouse [Member] | HLP Acquisition | |||||
Business Acquisition [Line Items] | |||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 15 years | ||||
Mixing Plant [Member] | HLP Acquisition | |||||
Business Acquisition [Line Items] | |||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 13 years 6 months | ||||
United States | Woodcraft [Member] | |||||
Business Acquisition [Line Items] | |||||
Number of Plants | 12 | ||||
Mexico | Woodcraft [Member] | |||||
Business Acquisition [Line Items] | |||||
Number of Plants | 1 |
Acquisitions - Summary of Pro F
Acquisitions - Summary of Pro Forma Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
HLP Acquisition | ||
Business Acquisition, Pro Forma Information [Abstract] | ||
Net Sales | $ 205,340 | |
Income from continuing operations | (1,258) | |
Business Acquisition, Pro Forma Net Income (Loss) | $ (1,235) | |
Basic earnings per share (in dollars per share) | $ 0 | |
Diluted earnings per share (in dollars per share) | $ (40) | |
Internal Revenue Service (IRS) [Member] | ||
Business Acquisition [Line Items] | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | |
Foreign Tax Authority [Member] | ||
Business Acquisition [Line Items] | ||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 20.00% |
Inventories (Detail)
Inventories (Detail) - USD ($) $ in Thousands | Jan. 31, 2016 | Oct. 31, 2015 |
Inventory, Raw Materials and Supplies, Net of Reserves [Abstract] | ||
Raw materials | $ 58,595 | $ 36,865 |
Finished goods and work in process | 45,187 | 32,206 |
Supplies and other | 2,238 | 2,064 |
Total | 106,020 | 71,135 |
Less: Inventory reserves | 8,876 | 8,106 |
Inventories, net | 97,144 | 63,029 |
Inventory, Net [Abstract] | ||
LIFO | 4,531 | 3,642 |
FIFO | 92,613 | 59,387 |
Inventories, net | 97,144 | $ 63,029 |
Excess of replacement cost over LIFO value | $ 1,300 |
Goodwill and Intangible Asset44
Goodwill and Intangible Assets - Goodwill (Details) $ in Thousands | 3 Months Ended | |
Jan. 31, 2016USD ($) | Oct. 31, 2015unit | |
Goodwill [Line Items] | ||
Number of Reportable Units with Goodwill Balances | unit | 4 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 129,770 | |
Goodwill, Acquired During Period | 113,183 | |
Goodwill, Other Changes | (201) | |
Foreign currency translation adjustment | (5,523) | |
Balance as of the end of the period | $ 237,229 |
Goodwill and Intangible Asset45
Goodwill and Intangible Assets - Identifiable Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Oct. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount | $ 243,679 | $ 185,314 | |
Accumulated amortization | 68,791 | 64,504 | |
Intangible assets amortization expense | 3,200 | $ 2,300 | |
Estimated Amortization Expense | |||
2016 (remaining nine months) | 13,012 | ||
2,016 | 16,874 | ||
2,017 | 16,626 | ||
2,018 | 15,840 | ||
2,019 | 14,779 | ||
Thereafter | 97,757 | ||
Total | 174,888 | 120,810 | |
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 158,182 | 98,750 | |
Accumulated amortization | 27,409 | 24,628 | |
Trademarks and trade names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 57,827 | 58,916 | |
Accumulated amortization | 24,281 | 23,416 | |
Patents and other technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 25,832 | 25,881 | |
Accumulated amortization | 15,621 | 15,158 | |
Other Intangible Assets | |||
Finite-Lived Intangible Assets [Line Items] | |||
Gross carrying amount | 1,838 | 1,767 | |
Accumulated amortization | 1,480 | $ 1,302 | |
HLP Acquisition | Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Customer relationships related to acquired Greenville facility | $ 40,800 | ||
Useful life of customer relationships related to acquired Greenville facility | 20 years | ||
HLP Acquisition | Trade Names | |||
Finite-Lived Intangible Assets [Line Items] | |||
Customer relationships related to acquired Greenville facility | $ 12,500 | ||
Useful life of customer relationships related to acquired Greenville facility | 15 years | ||
HLP Acquisition | Patents | |||
Finite-Lived Intangible Assets [Line Items] | |||
Customer relationships related to acquired Greenville facility | $ 600 | ||
Useful life of customer relationships related to acquired Greenville facility | 13 years | ||
Woodcraft [Member] | Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Customer relationships related to acquired Greenville facility | $ 61,600 | ||
Useful life of customer relationships related to acquired Greenville facility | 12 years | ||
Woodcraft [Member] | Other Intangible Assets | |||
Finite-Lived Intangible Assets [Line Items] | |||
Customer relationships related to acquired Greenville facility | $ 100 | ||
Useful life of customer relationships related to acquired Greenville facility | 1 year |
Debt and Capital Lease Obliga46
Debt and Capital Lease Obligations (Detail) | Nov. 02, 2015USD ($) | Jun. 15, 2015USD ($) | Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($) | Oct. 31, 2015USD ($) | Jan. 28, 2013USD ($) |
Debt Disclosure [Line Items] | ||||||
Debt Instrument, Unamortized Discount (Premium), Net | $ 5,971,000 | $ 0 | ||||
Line of Credit Facility, Fair Value of Amount Outstanding | 50,000,000 | |||||
Document Period End Date | Jan. 31, 2016 | |||||
City of Richmond, Kentucky Industrial Building Revenue Bonds | $ 6,300,000 | |||||
Total debt | 320,877,000 | 57,400,000 | ||||
Less: Current maturities of long-term debt | 8,752,000 | 2,359,000 | ||||
Long-term debt | 312,125,000 | 55,041,000 | ||||
Proceeds from Lines of Credit | $ 92,000,000 | $ 332,800,000 | $ 0 | |||
Debt, Weighted Average Interest Rate | 6.02% | |||||
Repayments of Lines of Credit | $ 68,500,000 | $ 0 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Capital Lease Obligation | 7,700,000 | |||||
Debt Disclosure [Abstract] | ||||||
Credit Facility, commitments increase limit | $ 100,000,000 | |||||
Credit facility, total commitments limit | $ 250,000,000 | |||||
Required consolidated interest coverage ratio | 3 | |||||
Required consolidated leverage ratio | 3.25 | |||||
Credit Facility, amount available | 60,600,000 | 86,600,000 | ||||
Letters of credit, outstanding | $ 5,900,000 | 5,900,000 | ||||
Current borrowing rate - Revolver | 3.50% | |||||
Current borrowing rate - Swing line sub facility | 1.45% | |||||
Term Loan Facility, net of unamortized discount [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Revolving Credit Facility | $ 304,029,000 | |||||
ABL facility [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Revolving Credit Facility | $ 10,500,000 | 0 | ||||
Debt, Weighted Average Interest Rate | 1.93% | |||||
Term Loan Facility [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Revolving Credit Facility | $ 310,000,000 | 0 | ||||
Debt, Weighted Average Interest Rate | 6.25% | |||||
Revolving Credit Facility [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Revolving Credit Facility | $ 0 | 50,000,000 | ||||
Credit facility, maximum borrowing capacity | $ 150,000,000 | |||||
Debt, Weighted Average Interest Rate | 1.28% | |||||
City of Richmond, Kentucky Industrial Building Revenue Bonds | ||||||
Debt Disclosure [Line Items] | ||||||
City of Richmond, Kentucky Industrial Building Revenue Bonds | $ 500,000 | 500,000 | ||||
Capital Lease Obligations | ||||||
Debt Disclosure [Line Items] | ||||||
Capital lease obligations | 5,848,000 | 6,900,000 | ||||
HLP [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Capital lease obligations | 5,800,000 | |||||
Capital Lease Obligations, Current | 2,000,000 | |||||
Capital Lease Obligations, Noncurrent | $ 3,800,000 | |||||
HLP [Member] | Capital lease obligations | ||||||
Debt Disclosure [Line Items] | ||||||
Average interest rate | 5.50% | |||||
HLP [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Repayments of Lines of Credit | $ 42,000,000 | |||||
Term Loan Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity, Committed Amount | $ 310,000,000 | |||||
Line of Credit Facility, Required Repayment, Percentage of Principle | 0.0025 | |||||
Debt Instrument, Debt Default, Interest Accrual Rate | 2.00% | |||||
Debt Instrument, Required Leverage Ratio | 3 | |||||
Line of Credit Facility, Minimum Prepayment Amount | $ 5,000,000 | |||||
Line of Credit Facility, Incremental Prepayment Amount | $ 1,000,000 | |||||
Debt Instrument, Prepayment Fee | 1.00% | |||||
Revolving Credit Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity, Committed Amount | $ 100,000,000 | |||||
Debt Instrument, Initial Maximum Leverage Ratio | 4.50 | |||||
Debt Instrument, Subsequent Maximum Leverage Ratio | 4 | |||||
Debt Instrument, Maximum Coverage Ratio | 1.10 | |||||
Debt Instrument, Limitation on Annual Dividend | $ 8,000,000 | |||||
Base Rate [Member] | Term Loan Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 4.25% | |||||
London Interbank Offered Rate (LIBOR) [Member] | Term Loan Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 5.25% | |||||
Debt Instrument, Interest Rate, Stated Percentage Rate Range, Minimum | 1.00% | |||||
Minimum [Member] | Term Loan Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Line of Credit Facility, Additional Borrowing Capacity | $ 25,000,000 | |||||
Maximum [Member] | Term Loan Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Line of Credit Facility, Additional Borrowing Capacity | $ 50,000,000 | |||||
Greater Than Fifty Percent Outstanding [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.25% | |||||
Between Thirty Three and One Third and Sixty Six and Two Thirds Percentage Outstanding [Member] | Base Rate [Member] | Revolving Credit Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.75% | |||||
Between Thirty Three and One Third and Sixty Six and Two Thirds Percentage Outstanding [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.75% | |||||
Less Than Thirty Three and One Third Percent Outstanding [Member] | Base Rate [Member] | Revolving Credit Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.00% | |||||
Less Than Thirty Three and One Third Percent Outstanding [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | |||||
Less Than Fifty Percent Outstanding [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.38% | |||||
Greater Than Sixty-Six and Two Thirds Percent Outstanding [Member] | Base Rate [Member] | Revolving Credit Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||||
Greater Than Sixty-Six and Two Thirds Percent Outstanding [Member] | London Interbank Offered Rate (LIBOR) [Member] | Revolving Credit Facility [Member] | Woodcraft [Member] | Line of Credit [Member] | ||||||
Debt Disclosure [Line Items] | ||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% |
Retirement Plans (Detail)
Retirement Plans (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Jan. 31, 2016 | Jan. 31, 2015 | Oct. 31, 2014 | Oct. 31, 2015 |
Compensation and Retirement Disclosure [Abstract] | |||||
Defined benefit plan, contributions by employer | $ 2,300 | $ 2,800 | |||
Supplemental benefit plan liability | $ 2,000 | $ 1,700 | |||
Deferred compensation liability | 3,500 | $ 3,300 | |||
Net periodic benefit cost: | |||||
Service cost | 795 | $ 881 | |||
Interest cost | 196 | 253 | |||
Expected return on plan assets | (423) | (461) | |||
Amortization of net loss | 68 | 0 | |||
Net periodic benefit cost | $ 636 | $ 673 |
Warranty Obligations (Detail)
Warranty Obligations (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2016 | |
Movement in Standard Product Warranty Accrual [Roll Forward] | ||
Accrued warranty at beginning of period | $ 535 | |
Provision for warranty expense | 71 | |
Change in accrual for preexisting warranties | 16 | |
Warranty costs paid | (24) | |
Accrued warranty at end of period | 598 | |
Total accrued warranty | $ 535 | $ 598 |
Less: Current portion of accrued warranty | 310 | |
Long-term portion of accrued warranty | $ 288 |
Income Taxes (Detail)
Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Oct. 31, 2015 | |
Income Tax Disclosure | |||
Estimated annual effective tax rate (benefit) expense | (34.00%) | (47.60%) | |
Effective income tax rate excluding discrete items | 32.00% | 34.10% | |
Deferred Tax Liabilities, Net, Noncurrent | $ 6,385 | $ 5,701 | |
Liability for uncertain tax positions | 500 | ||
Reduced liability uncertain tax position resulting from lapse in statute of limitations | 4,000 | ||
Increase (Decrease) in Deferred Income Taxes | 6,800 | ||
Liability reduction of uncertain tax position resulted in increase to retained earnings | 10,003 | ||
Reduction in uncertain tax position resulting in decrease in income tax expense | 800 | ||
Valuation allowance | 1,100 | ||
Woodcraft [Member] | |||
Income Tax Disclosure | |||
Deferred Tax Liabilities, Net, Noncurrent | 36,300 | ||
HLP Acquisition | |||
Income Tax Disclosure | |||
Deferred Tax Liabilities, Net, Noncurrent | $ 13,200 | ||
New Accounting Pronouncement, Early Adoption, Effect [Member] | |||
Income Tax Disclosure | |||
Deferred Tax Liabilities, Net, Noncurrent | (5,200) | ||
Deferred tax assets, net, current | (14,000) | ||
Deferred tax assets, net, noncurrent | $ 8,800 |
Contingencies (Details)
Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Oct. 31, 2015 | |
Other Commitments [Line Items] | ||
Net claim payments | $ 24 | |
Spacer Migration | ||
Other Commitments [Line Items] | ||
Spacer specific product warranty accrual | 1,200 | $ 1,100 |
Net claim payments | 300 | |
Product Warranty Accrual, Period Increase (Decrease) | $ 400 |
Derivative Instruments (Detail)
Derivative Instruments (Detail) € in Thousands, £ in Thousands, $ in Thousands | 3 Months Ended | ||||||
Jan. 31, 2016USD ($) | Jan. 31, 2015USD ($) | Jan. 31, 2016EUR (€) | Jan. 31, 2016GBP (£) | Oct. 31, 2015USD ($) | Oct. 31, 2015EUR (€) | Oct. 31, 2015GBP (£) | |
Derivative Instruments, Gain (Loss) [Line Items] | |||||||
Foreign currency derivatives | $ 154 | $ 652 | |||||
Derivatives [Line Items] | |||||||
Foreign currency derivatives, asset | 1 | $ 44 | |||||
Foreign currency derivatives, liability | (4) | ||||||
Other, Net | |||||||
Derivative Instruments, Gain (Loss) [Line Items] | |||||||
Foreign currency derivatives | 154 | $ 652 | |||||
Sell EUR, buy USD | |||||||
Derivatives, Fair Value [Line Items] | |||||||
Derivatives, notional amount | 6,957 | 8,076 | |||||
Foreign currency derivatives, fair value | (4) | 37 | |||||
Sell CAD, buy USD | |||||||
Derivatives, Fair Value [Line Items] | |||||||
Derivatives, notional amount | 122 | 280 | |||||
Foreign currency derivatives, fair value | 1 | 1 | |||||
Sell GBP, buy USD | |||||||
Derivatives, Fair Value [Line Items] | |||||||
Derivatives, notional amount | £ | £ 179 | £ 226 | |||||
Foreign currency derivatives, fair value | 0 | 3 | |||||
Buy Eur, sell USD | |||||||
Derivatives, Fair Value [Line Items] | |||||||
Derivatives, notional amount | 807 | ||||||
Foreign currency derivatives, fair value | 3 | ||||||
Buy EUR, sell GBP | |||||||
Derivatives, Fair Value [Line Items] | |||||||
Derivatives, notional amount | € | € 23 | € 2 | |||||
Foreign currency derivatives, fair value | 0 | 0 | |||||
Prepaid and Other Current Assets | |||||||
Derivatives [Line Items] | |||||||
Foreign currency derivatives, asset | 1 | 44 | |||||
Accrued Liabilities | |||||||
Derivatives [Line Items] | |||||||
Foreign currency derivatives, liability | $ (4) | $ 0 |
Fair Value Measurement of Ass52
Fair Value Measurement of Assets and Liabilities (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Oct. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivatives, asset | $ 1 | $ 44 |
Total assets | 1 | 44 |
Foreign currency derivatives, liability | 4 | |
Contingent Consideration, Fair Value Disclosure | 9,704 | 10,414 |
Total liabilities | 9,708 | 10,414 |
Property, plant and equipment at fair value (non-recurring) | 2,400 | 2,400 |
Debt Instrument, Unamortized Discount (Premium), Net | 5,971 | 0 |
Fair Value, Inputs, Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total assets | 0 | 0 |
Fair Value, Inputs, Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Foreign currency derivatives, asset | 1 | 44 |
Total assets | 1 | 44 |
Foreign currency derivatives, liability | 4 | |
Total liabilities | 4 | |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Total liabilities | $ 9,704 | $ 10,414 |
Stock Based Compensation (Detai
Stock Based Compensation (Detail) | 3 Months Ended |
Jan. 31, 2016shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Document Period End Date | Jan. 31, 2016 |
Number of shares authorized, originally | 2,900,000 |
Stockholders' Meeting Held in 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of additional shares authorized | 2,400,000 |
Stockholders' Meeting Held in 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of additional shares authorized | 2,350,000 |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock Awards (Details) - Restricted Stock Awards (RSAs) $ / shares in Units, $ in Millions | 3 Months Ended |
Jan. 31, 2016USD ($)$ / sharesshares | |
Number of Shares | |
Non-vested at beginning of the period (in shares) | shares | 293,000 |
Granted (in shares) | shares | 84,000 |
Cancelled (in shares) | shares | (5,200) |
Vested (in shares) | shares | (26,000) |
Non-vested at end of the period (in shares) | shares | 345,800 |
Weighted Average Grant Date Fair Value per Share | |
Non-vested at beginning of the period (in usd per share) | $ / shares | $ 18.70 |
Granted (in usd per share) | $ / shares | 19.21 |
Cancelled (in usd per share) | $ / shares | 18.61 |
Vested (in usd per share) | $ / shares | 21.10 |
Non-vested at end of the period (in usd per share) | $ / shares | $ 18.65 |
Vesting period | 3 years |
Fair value of restricted stock awards vested | $ | $ 0.5 |
Unrecognized compensation cost - non vested restricted stock awards | $ | $ 3.2 |
Weighted-average period over which unrecognized cost is expected to be recognized | 1 year 8 months 12 days |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Options (Details) - USD ($) | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Fair Value Assumptions [Abstract] | ||
Weighted-average expected volatility | 37.10% | 47.70% |
Weighted-average expected term (in years) | 5 years 4 months 24 days | 5 years 9 months 18 days |
Risk-free interest rate | 1.70% | 1.60% |
Expected dividend yield over expected term | 1.00% | 1.00% |
Weighted average grant date fair value | $ 6.32 | $ 8.40 |
Stock Options, [Roll Forward] | ||
Outstanding at beginning of period (in shares) | 2,352,188 | |
Granted (in shares) | 294,400 | |
Exercised (in shares) | (185,241) | |
Forfeited/Expired (in shares) | (10,568) | |
Outstanding at end of period (in shares) | 2,450,779 | |
Vested or expected to vest at end of period (in shares) | 2,441,813 | |
Exercisable at end of period (in shares) | 1,970,038 | |
Weighted Average Exercise Price | ||
Outstanding at beginning of period (in usd per share) | $ 16.46 | |
Granted (in usd per share) | 19.23 | |
Exercised (in usd per share) | 15.89 | |
Forfeited/Expired (in usd per share) | 19.51 | |
Outstanding at end of period (in usd per share) | 16.82 | |
Vested or expected to vest at end of period (in usd per share) | 16.81 | |
Exercisable at end of period (in usd per share) | $ 16.31 | |
Weighted Average Remaining Contractual Life | ||
Outstanding at end of period | 5 years 9 months 18 days | |
Vested or expected to vest at end of period | 5 years 9 months 18 days | |
Exercisable at end of period | 5 years | |
Aggregate Intrinsic Value | ||
Outstanding at end of period | $ 4,961,000 | |
Vested or expected to vest at end of period | 4,959,000 | |
Exercisable at end of period | $ 4,843,000 | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Total intrinsic value of options exercised | $ 800,000 | $ 0 |
Fair value of stock options vested | 1,900,000 | $ 2,200,000 |
Unrecognized compensation cost - non vested stock options | $ 2,600,000 | |
Weighted-average period over which unrecognized cost is expected to be recognized | 1 year 6 months |
Stock-Based Compensation - Re56
Stock-Based Compensation - Restricted Stock Units (Details) - USD ($) $ in Millions | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Cash used to settle restricted stock units | $ 1.7 | |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Number of Shares | ||
Non-vested at end of the period (in shares) | 0 |
Stock-Based Compensation - Perf
Stock-Based Compensation - Performance Share Awards (Details) - Performance Shares - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Jan. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jan. 31, 2016 | Jan. 31, 2015 | Oct. 31, 2015 | Oct. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting period | 3 years | |||||||
Performance shares settled in cash | 50.00% | |||||||
Performance shares settled in stock | 50.00% | |||||||
Performance shares granted | 4,300 | 158,100 | 137,400 | 155,800 | ||||
Performance shares compensation expense | $ 500,000 | $ 400,000 | ||||||
Dilutive Securities, Effect on Basic Earnings Per Share | $ 67,550 | $ 0 | ||||||
Minimum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Performance shares vesting percentage maximum | 0.00% | |||||||
Maximum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Performance shares vesting percentage maximum | 200.00% | |||||||
December 2013 issuance | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Performance shares forfeited | 4,500 | 9,200 | 7,000 | |||||
December 2014 issuance | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Performance shares forfeited | 3,900 | 8,200 |
Stock-Based Compensation - Trea
Stock-Based Compensation - Treasury Shares (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jan. 31, 2016 | Jan. 31, 2015 | Feb. 28, 2015 | Oct. 31, 2015 | Oct. 31, 2014 | Sep. 05, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Document Period End Date | Jan. 31, 2016 | |||||
Stock repurchase program, authorized amount | $ 75,000,000 | |||||
Treasury Stock, Shares, Acquired | 2,297,161 | 3,992,229 | 2,675,903 | 1,316,326 | ||
Purchase of treasury stock | $ 43,400,000 | $ 75,000,000 | $ 50,800,000 | $ 24,200,000 | ||
Deficiency of stock option proceeds recorded to retained earnings | $ 400,000 | |||||
Treasury Stock [Abstract] | ||||||
Beginning balance as of November 1, 2015 | 3,647,103 | |||||
Balance at end of period | 3,377,862 | 3,647,103 | ||||
Restricted Stock Awards (RSAs) | ||||||
Treasury Stock [Abstract] | ||||||
Restricted stock awards granted | (84,000) | |||||
Stock Options | ||||||
Treasury Stock [Abstract] | ||||||
Shares, Issued | (185,241) |
Other Income (Expense) (Detail)
Other Income (Expense) (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Other Income and Expenses [Abstract] | ||
Foreign currency transaction losses | $ (2,629) | $ (834) |
Foreign currency derivative gains | 154 | 652 |
Interest income | 36 | 31 |
Other | 78 | 0 |
Other income (expense) | $ (2,361) | $ (151) |
Segment Information (Details)
Segment Information (Details) | 3 Months Ended | 12 Months Ended | |
Jan. 31, 2016USD ($)segment | Jan. 31, 2015USD ($) | Oct. 31, 2015segment | |
Segment Reporting Information [Line Items] | |||
Number of reportable segments | segment | 3 | 2 | |
Allocated corporate general and administrative expense | $ 4,400,000 | $ 4,500,000 | |
Operating Segments | Engineered Products | |||
Segment Reporting Information [Line Items] | |||
Number of operating segments | segment | 4 | ||
Operating Segments | NA Engineered Components | |||
Segment Reporting Information [Line Items] | |||
Number of operating segments | segment | 4 | ||
Allocated corporate general and administrative expense | $ 2,400,000 | 2,500,000 | |
Operating Segments | EU Engineered Components | |||
Segment Reporting Information [Line Items] | |||
Allocated corporate general and administrative expense | 900,000 | 200,000 | |
Operating Segments | NA Cabinet Components | |||
Segment Reporting Information [Line Items] | |||
Allocated corporate general and administrative expense | $ 1,100,000 | 0 | |
Corporate and Reconciling Items | |||
Segment Reporting Information [Line Items] | |||
Allocated corporate general and administrative expense | $ 1,800,000 |
Segment Information - Segment R
Segment Information - Segment Reporting Information (Details) - USD ($) | 3 Months Ended | ||
Jan. 31, 2016 | Jan. 31, 2015 | Oct. 31, 2015 | |
Segment Reporting Information [Line Items] | |||
Net sales | $ 201,468,000 | $ 127,893,000 | |
Depreciation and amortization | 12,970,000 | 8,208,000 | |
Operating income (loss) | (2,138,000) | (5,615,000) | |
Capital expenditures | 8,652,000 | 7,321,000 | |
Total assets | 829,862,000 | $ 566,790,000 | |
Operating Segments | Engineered Products | Scenario, Previously Reported | |||
Segment Reporting Information [Line Items] | |||
Net sales | 127,893,000 | ||
Depreciation and amortization | 8,208,000 | ||
Operating income (loss) | (5,615,000) | ||
Capital expenditures | 7,321,000 | ||
Operating Segments | Engineered Products | Scenario, Adjustment | |||
Segment Reporting Information [Line Items] | |||
Net sales | (127,893,000) | ||
Depreciation and amortization | (8,208,000) | ||
Operating income (loss) | 5,615,000 | ||
Capital expenditures | (7,321,000) | ||
Operating Segments | Engineered Products | Scenario, Actual | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | ||
Depreciation and amortization | 0 | ||
Operating income (loss) | 0 | ||
Capital expenditures | 0 | ||
Operating Segments | NA Engineered Components | |||
Segment Reporting Information [Line Items] | |||
Net sales | 121,048,000 | 117,831,000 | |
Depreciation and amortization | 7,208,000 | 7,302,000 | |
Operating income (loss) | 5,517,000 | (2,181,000) | |
Capital expenditures | 5,353,000 | 6,563,000 | |
Total assets | 308,723,000 | 314,397,000 | |
Operating Segments | NA Engineered Components | Scenario, Previously Reported | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | ||
Depreciation and amortization | 0 | ||
Operating income (loss) | 0 | ||
Capital expenditures | 0 | ||
Operating Segments | NA Engineered Components | Scenario, Adjustment | |||
Segment Reporting Information [Line Items] | |||
Net sales | 117,831,000 | ||
Depreciation and amortization | 7,302,000 | ||
Operating income (loss) | (2,181,000) | ||
Capital expenditures | 6,563,000 | ||
Operating Segments | NA Engineered Components | Scenario, Actual | |||
Segment Reporting Information [Line Items] | |||
Net sales | 117,831,000 | ||
Depreciation and amortization | 7,302,000 | ||
Operating income (loss) | (2,181,000) | ||
Capital expenditures | 6,563,000 | ||
Operating Segments | EU Engineered Components | |||
Segment Reporting Information [Line Items] | |||
Net sales | 33,068,000 | 11,182,000 | |
Depreciation and amortization | 2,458,000 | 421,000 | |
Operating income (loss) | 1,352,000 | 167,000 | |
Capital expenditures | 2,253,000 | 758,000 | |
Total assets | 209,490,000 | 231,261,000 | |
Operating Segments | EU Engineered Components | Scenario, Previously Reported | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | ||
Depreciation and amortization | 0 | ||
Operating income (loss) | 0 | ||
Capital expenditures | 0 | ||
Operating Segments | EU Engineered Components | Scenario, Adjustment | |||
Segment Reporting Information [Line Items] | |||
Net sales | 11,182,000 | ||
Depreciation and amortization | 421,000 | ||
Operating income (loss) | 167,000 | ||
Capital expenditures | 758,000 | ||
Operating Segments | EU Engineered Components | Scenario, Actual | |||
Segment Reporting Information [Line Items] | |||
Net sales | 11,182,000 | ||
Depreciation and amortization | 421,000 | ||
Operating income (loss) | 167,000 | ||
Capital expenditures | 758,000 | ||
Operating Segments | NA Cabinet Components | |||
Segment Reporting Information [Line Items] | |||
Net sales | 48,525,000 | 0 | |
Depreciation and amortization | 3,145,000 | 0 | |
Operating income (loss) | (1,291,000) | 0 | |
Capital expenditures | 974,000 | 0 | |
Total assets | 295,189,000 | 0 | |
Corporate and Reconciling Items | |||
Segment Reporting Information [Line Items] | |||
Net sales | (1,173,000) | (1,120,000) | |
Depreciation and amortization | 159,000 | 485,000 | |
Operating income (loss) | (7,716,000) | (3,601,000) | |
Capital expenditures | 72,000 | $ 0 | |
Total assets | 16,460,000 | $ 21,132,000 | |
Corporate and Reconciling Items | Scenario, Previously Reported | |||
Segment Reporting Information [Line Items] | |||
Net sales | 0 | ||
Depreciation and amortization | 0 | ||
Operating income (loss) | 0 | ||
Capital expenditures | 0 | ||
Corporate and Reconciling Items | Scenario, Adjustment | |||
Segment Reporting Information [Line Items] | |||
Net sales | (1,120,000) | ||
Depreciation and amortization | 485,000 | ||
Operating income (loss) | (3,601,000) | ||
Capital expenditures | 0 | ||
Corporate and Reconciling Items | Scenario, Actual | |||
Segment Reporting Information [Line Items] | |||
Net sales | (1,120,000) | ||
Depreciation and amortization | 485,000 | ||
Operating income (loss) | (3,601,000) | ||
Capital expenditures | $ 0 |
Segment Information - Goodwill
Segment Information - Goodwill by Segment (Details) $ in Thousands | 3 Months Ended |
Jan. 31, 2016USD ($) | |
Goodwill [Line Items] | |
Beginning balance | $ 129,770 |
Woodcraft acquisition | 113,183 |
Other | (201) |
Foreign currency translation adjustment | (5,523) |
Balance as of the end of the period | 237,229 |
Operating Segments | NA Engineered Components | |
Goodwill [Line Items] | |
Beginning balance | 51,314 |
Woodcraft acquisition | 0 |
Other | 0 |
Foreign currency translation adjustment | 0 |
Balance as of the end of the period | 51,314 |
Operating Segments | EU Engineered Components | |
Goodwill [Line Items] | |
Beginning balance | 78,456 |
Woodcraft acquisition | 0 |
Other | (201) |
Foreign currency translation adjustment | (5,523) |
Balance as of the end of the period | 72,732 |
Operating Segments | NA Cabinet Components | |
Goodwill [Line Items] | |
Beginning balance | 0 |
Woodcraft acquisition | 113,183 |
Other | 0 |
Foreign currency translation adjustment | 0 |
Balance as of the end of the period | 113,183 |
Corporate and Reconciling Items | |
Goodwill [Line Items] | |
Beginning balance | 0 |
Woodcraft acquisition | 0 |
Other | 0 |
Foreign currency translation adjustment | 0 |
Balance as of the end of the period | $ 0 |
Segment Information - Reconcill
Segment Information - Reconcilliation of Operating Loss to Net Income (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Segment Reporting [Abstract] | ||
Operating loss | $ (2,138) | $ (5,615) |
Interest expense | (6,491) | (141) |
Other, net | (2,361) | (151) |
Income tax benefit | 3,741 | 2,813 |
Loss from continuing operations | $ (7,249) | $ (3,094) |
Segment Information - Summary o
Segment Information - Summary of Product Sales (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Product Information [Line Items] | ||
Total sales | $ 201,468 | $ 127,893 |
Operating Segments | NA Engineered Components | ||
Product Information [Line Items] | ||
Total sales | 121,048 | 117,831 |
Operating Segments | NA Engineered Components | United States | Fenestration | ||
Product Information [Line Items] | ||
Total sales | 101,773 | 98,353 |
Operating Segments | NA Engineered Components | United States | Non-fenestration | ||
Product Information [Line Items] | ||
Total sales | 8,108 | 9,139 |
Operating Segments | NA Engineered Components | International | Fenestration | ||
Product Information [Line Items] | ||
Total sales | 6,891 | 5,887 |
Operating Segments | NA Engineered Components | International | Non-fenestration | ||
Product Information [Line Items] | ||
Total sales | 4,276 | 4,452 |
Operating Segments | EU Engineered Components | ||
Product Information [Line Items] | ||
Total sales | 33,068 | 11,182 |
Operating Segments | EU Engineered Components | United States | Fenestration | ||
Product Information [Line Items] | ||
Total sales | 0 | 40 |
Operating Segments | EU Engineered Components | United States | Non-fenestration | ||
Product Information [Line Items] | ||
Total sales | 0 | |
Operating Segments | EU Engineered Components | International | Fenestration | ||
Product Information [Line Items] | ||
Total sales | 30,010 | 11,142 |
Operating Segments | EU Engineered Components | International | Non-fenestration | ||
Product Information [Line Items] | ||
Total sales | 3,058 | |
Operating Segments | NA Cabinet Components | ||
Product Information [Line Items] | ||
Total sales | 48,525 | 0 |
Operating Segments | NA Cabinet Components | United States | ||
Product Information [Line Items] | ||
Total sales | 47,870 | 0 |
Operating Segments | NA Cabinet Components | International | ||
Product Information [Line Items] | ||
Total sales | 655 | 0 |
Corporate and Reconciling Items | ||
Product Information [Line Items] | ||
Total sales | $ (1,173) | $ (1,120) |
Earnings Per Share (Detail)
Earnings Per Share (Detail) - USD ($) | 3 Months Ended | |
Jan. 31, 2016 | Jan. 31, 2015 | |
Earnings Per Share Disclosure [Line Items] | ||
Loss from continuing operations | $ (7,249,000) | $ (3,094,000) |
Basic (in shares) | 33,763,000 | 35,079,000 |
Loss per share, basic (in usd per share) | $ (0.21) | $ (0.09) |
Loss per share, diluted (in usd per share) | $ (0.21) | $ (0.09) |
Antidilutive securities (in shares) | 960,672 | 762,572 |
Diluted (in shares) | 33,763,000 | 35,079,000 |
Performance Shares | ||
Earnings Per Share Disclosure [Line Items] | ||
Potentially dilutive securities (in shares) | $ 67,550 | $ 0 |
Restricted Stock Awards (RSAs) | ||
Earnings Per Share Disclosure [Line Items] | ||
Weighted Average Number Diluted Shares Outstanding Adjustment | 166,343 | 101,579 |
Stock Options | ||
Earnings Per Share Disclosure [Line Items] | ||
Weighted Average Number Diluted Shares Outstanding Adjustment | 326,897 | 472,497 |
New Accounting Guidance Adopt66
New Accounting Guidance Adopted (Details) - USD ($) $ in Thousands | Jan. 31, 2016 | Oct. 31, 2015 |
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Deferred Tax Liabilities, Net, Noncurrent | $ 6,385 | $ 5,701 |
New Accounting Pronouncement, Early Adoption, Effect [Member] | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Deferred tax assets, net, current | (14,000) | |
Deferred Tax Liabilities, Net, Noncurrent | (5,200) | |
Deferred tax assets, net, noncurrent | $ 8,800 |