AAR (AIR) 10-Q 23 Sep 16 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	3 Months Ended
	Aug. 31, 2016shares
Document and Entity Information
Entity Registrant Name	AAR CORP
Entity Central Index Key	1,750
Document Type	10-Q
Document Period End Date	Aug. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--05-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding	34,174,313
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Millions	Aug. 31, 2016	May 31, 2016
Current assets:
Cash and cash equivalents	$ 7.9	$ 31.2
Accounts receivable, less allowances of $4.8 and $3.9, respectively	238	248.3
Inventories	450.9	452
Rotable spares and equipment on or available for short-term lease	118.9	118.3
Deposits, prepaids and other	33.7	31.9
Total current assets	849.4	881.7
Property, plant and equipment, net of accumulated depreciation of $447.9 and $437.7, respectively	231.4	238.1
Other assets:
Goodwill	115.5	117.3
Intangible assets, net of accumulated amortization of $26.3 and $26.5, respectively	32.2	35.8
Equipment on or available for long-term lease	96	81.1
Investment in joint ventures	14.1	15
Other	88.4	87
Total other assets	346.2	336.2
Total assets	1,427	1,456
Current liabilities:
Current maturities of long-term debt	7	12
Accounts and trade notes payable	154.5	166.3
Accrued liabilities	152.9	163.1
Total current liabilities	314.4	341.4
Long-term debt, less current maturities	142.8	136.1
Deferred tax liabilities	34	34.3
Other liabilities and deferred income	77.3	78.4
Total noncurrent liabilities	254.1	248.8
Equity:
Preferred stock, $1.00 par value, authorized 250,000 shares; none issued
Common stock, $1.00 par value, authorized 100,000,000 shares; issued 45,161,322 and 44,867,703 shares at cost, respectively	45.2	44.9
Capital surplus	453.1	451.3
Retained earnings	688.5	681.6
Treasury stock, 10,987,009 and 10,353,153 shares at cost, respectively	(282.7)	(267.6)
Accumulated other comprehensive loss	(45.6)	(44.4)
Total equity	858.5	865.8
Total liabilities and equity	$ 1,427	$ 1,456

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Aug. 31, 2016	May 31, 2016
CONDENSED CONSOLIDATED BALANCE SHEETS
Accounts receivable, allowances (in dollars)	$ 4.8	$ 3.9
Property, plant and equipment, accumulated depreciation (in dollars)	447.9	437.7
Intangible assets, accumulated amortization (in dollars)	$ 26.3	$ 26.5
Preferred stock, par value (in dollars per share)	$ 1	$ 1
Preferred stock, authorized shares	250,000	250,000
Preferred stock, issued shares	0	0
Common stock, par value (in dollars per share)	$ 1	$ 1
Common stock, authorized shares	100,000,000	100,000,000
Common stock, issued shares	45,161,322	44,867,703
Treasury stock, shares	10,987,009	10,353,153

Condensed Consolidated Statemen

Condensed Consolidated Statements of Income - USD ($) $ in Millions	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Sales:
Sales from products	$ 213.9	$ 212
Sales from services	190.9	174.7
Total sales	404.8	386.7
Costs and operating expenses:
Cost of products	179.5	178.2
Cost of services	163.8	154.6
Selling, general and administrative	44.8	40
Total costs and operating expenses	388.1	372.8
Loss from joint ventures		(0.3)
Operating income	16.7	13.6
Loss on extinguishment of debt		(0.3)
Interest expense	(1.3)	(2)
Interest income		0.1
Income from continuing operations before provision for income taxes	15.4	11.4
Provision for income taxes	5.5	4
Income from continuing operations	9.9	7.4
Discontinued operations:
Operating loss	(0.6)	(3.7)
Gain from contingent consideration		27.7
Provision for income taxes (benefit)	(0.2)	8.5
Income (Loss) from discontinued operations	(0.4)	15.5
Net income	$ 9.5	$ 22.9
Earnings per share - basic:
Earnings from continuing operations	$ 0.29	$ 0.21
Earnings from discontinued operations	(0.01)	0.44
Earnings per share - basic	0.28	0.65
Earnings per share - diluted:
Earnings from continuing operations	0.29	0.21
Earnings from discontinued operations	(0.01)	0.44
Earnings per share - diluted	$ 0.28	$ 0.65

Condensed Consolidated Stateme5

Condensed Consolidated Statementsof Comprehensive Income - USD ($) $ in Millions	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Net income	$ 9.5	$ 22.9
Other comprehensive income (loss), net of tax expense (benefit):
Currency translation adjustments, net of tax of $0.1 and $0.1	(1.5)	0.2
Pension and other post-retirement plans:
Amortization of actuarial loss and prior service cost included in net income, net of tax of $0.1 and $0.1	0.3	0.2
Other comprehensive income (loss), net of tax	(1.2)	0.4
Comprehensive income	$ 8.3	$ 23.3

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Currency translation adjustments, tax	$ 0.1	$ 0.1
Amortization of actuarial loss and prior service cost included in net income, tax	$ 0.1	$ 0.1

Condensed Consolidated Stateme7

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Cash flows used in operating activities:
Net income	$ 9.5	$ 22.9
Less: (Income) Loss from discontinued operations	0.4	(15.5)
Income from continuing operations	9.9	7.4
Adjustments to reconcile net income to net cash provided from (used in) operating activities:
Depreciation and intangible amortization	12.4	13.2
Amortization of stock-based compensation	2.5	2
Amortization of overhaul costs	4.5	4.7
Deferred tax provision (benefit)	(0.9)	(4)
Gain on asset disposal	(2.6)	(1.1)
Changes in certain assets and liabilities:
Accounts receivable	9.7	(40)
Inventories	3	(22.1)
Rotable spares and equipment on or available for short-term lease	(0.7)	(0.7)
Equipment on or available for long-term lease	(17.3)	(4.2)
Accounts and trade notes payable	(8.4)	8.6
Accrued and other liabilities	(5.8)	(24.9)
Other, primarily program and overhaul costs	(6.8)	(3.3)
Net cash used in operating activities - continuing operations	(0.5)	(64.4)
Net cash provided from (used in) operating activities -discontinued operations	(0.6)	0.7
Net cash used in operating activities	(1.1)	(63.7)
Cash flows provided from (used in) investing activities:
Property, plant and equipment expenditures	(9.4)	(15)
Proceeds from asset disposals	3	6.5
Proceeds from (Investment in) aircraft joint ventures	(0.2)	2.5
Net cash used in investing activities - continuing operations	(6.6)	(6)
Net cash provided from (used in) investing activities - discontinued operations		27.3
Net cash provided from (used in) investing activities	(6.6)	21.3
Cash flows provided from (used in) financing activities:
Short-term borrowings (repayments), net	7	55
Reduction in long-term borrowings	(5)	(30.3)
Cash dividends	(2.6)	(2.6)
Purchase of treasury stock	(14.8)	(7.1)
Other	0.2	1.3
Net cash provided from (used in) financing activities - continuing operations	(15.2)	16.3
Effect of exchange rate changes on cash	(0.4)	0.1
Decrease in cash and cash equivalents	(23.3)	(26)
Cash and cash equivalents, beginning of period	31.2	54.7
Cash and cash equivalents, end of period	$ 7.9	$ 28.7

Condensed Consolidated Stateme8

Condensed Consolidated Statements of Changes in Equity - 3 months ended Aug. 31, 2016 - USD ($) $ in Millions	Common Stock	Capital Surplus	Retained Earnings	Treasury Stock	Accumulated Other Comprehensive Income (Loss)	Total
Balance at May. 31, 2016	$ 44.9	$ 451.3	$ 681.6	$ (267.6)	$ (44.4)	$ 865.8
Increase (Decrease) in Stockholders' Equity
Net income			9.5			9.5
Cash dividends			(2.6)			(2.6)
Stock option activity		0.9		0.9		1.8
Restricted stock activity	0.3	0.9		(1.2)
Repurchase of shares				(14.8)		(14.8)
Other comprehensive income, net of tax					(1.2)	(1.2)
Balance at Aug. 31, 2016	$ 45.2	$ 453.1	$ 688.5	$ (282.7)	$ (45.6)	$ 858.5

Basis of Presentation

Basis of Presentation	3 Months Ended
	Aug. 31, 2016
Basis of Presentation
Basis of Presentation	Note 1 — Basis of Presentation AAR CORP. and its subsidiaries are referred to herein collectively as “AAR,” “Company,” “we,” “us,” and “our,” unless the context indicates otherwise. The accompanying Condensed Consolidated Financial Statements include the accounts of AAR and its subsidiaries after elimination of intercompany accounts and transactions. We have prepared these statements without audit, pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). The Condensed Consolidated Balance Sheet as of May 31, 2016 has been derived from audited financial statements. To prepare the financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”), management has made a number of estimates and assumptions relating to the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities. Actual results could differ from those estimates. Certain information and note disclosures, normally included in comprehensive financial statements prepared in accordance with GAAP, have been condensed or omitted pursuant to such rules and regulations of the SEC. These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and notes thereto included in our latest annual report on Form 10-K. In the opinion of management, the condensed consolidated financial statements reflect all adjustments (which consist only of normal recurring adjustments) necessary to present fairly the condensed consolidated financial position of AAR CORP. and its subsidiaries as of August 31, 2016, the Condensed Consolidated Statements of Income and the Condensed Consolidated Statements of Comprehensive Income for the three month periods ended August 31, 2016 and 2015, the Condensed Consolidated Statements of Cash Flows for the three month periods ended August 31, 2016 and 2015, and the Condensed Consolidated Statement of Changes in Equity for the three month period ended August 31, 2016. The results of operations for such interim periods are not necessarily indicative of the results for the full year. New Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers, which provides guidance for revenue recognition. This ASU affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of non-financial assets. This ASU will supersede the revenue recognition requirements in ASC 605, Revenue Recognition, and most industry-specific guidance. This ASU will also supersede certain cost guidance included in Subtopic 605-35, Revenue Recognition-Construction-Type and Production-Type Contracts. In August 2015, the FASB issued ASU No. 2015-14 which deferred the effective date of the new standard by one year which will make the new standard effective for us beginning June 1, 2018. We are currently evaluating the impact of the adoption of this new standard on our consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases. This ASU amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets, including those classified as operating leases under the current accounting guidance. In addition, this ASU will require new qualitative and quantitative disclosures about the Company’s leasing activities. This new standard will be effective for us beginning June 1, 2019 with early adoption permitted. This ASU requires a modified retrospective transition approach for all leases existing at, or entered into after, the date of initial application, with an option to use certain transition relief. We are currently evaluating the impact of the adoption of this new standard on our consolidated financial statements.

Discontinued Operations

Discontinued Operations	3 Months Ended
	Aug. 31, 2016
Discontinued Operations and Disposal Groups
Discontinued Operations	Note 2 — Discontinued Operations On March 26, 2015, we completed the sale of our Telair Cargo Group to TransDigm, Inc. The Telair Cargo Group was comprised of Telair International, Telair US, and Nordisk Aviation Products. Cash received at closing in the fourth quarter of fiscal 2015 before fees and expenses was $705 million. The sale also allowed for contingent consideration of up to $35 million based on the occurrence of certain post-closing events related to the A400M cargo system. We recognized a pre-tax gain on the sale (net of transaction expenses and fees) of $198.6 million in the fourth quarter of fiscal 2015. In the first quarter of fiscal 2016, we recognized a gain of $27.7 million net of expenses representing the resolution of the contingent consideration related to the A400M cargo system. During fiscal 2015, we also announced our intention to sell our Precision Systems Manufacturing (“PSM”) businesses comprised of our metal and composite machined and fabricated parts manufacturing operations. We recognized impairment charges of $57.5 million during fiscal 2015 to reduce the carrying value of the PSM business’s net assets to their expected value at the time of sale. During the first quarter of fiscal 2017, we decided to retain our composite manufacturing operations within our Expeditionary Services segment as a product line within our mobility products business. As a result, we reclassified our composite manufacturing operations into continuing operations for all periods presented. Also during the first quarter of fiscal 2017, we decided to shut down the metal machining operation which had been available for sale. The shut down of the metal machining operation was completed prior to the end of the first quarter. Telair Cargo Group and PSM’s metal machining operation are reported as discontinued operations in the Condensed Consolidated Statements of Income for all periods presented. No amounts for general corporate overhead or interest expense were allocated to discontinued operations during the three months ended August 31, 2016 and 2015, respectively. Assets of discontinued operations of $0.9 million and $4.0 million at August 31, 2016 and May 31, 2016, respectively, were classified as Deposits, prepaids, and other on the Condensed Consolidated Balance Sheet. Liabilities of discontinued operations of $9.3 million and $12.5 million at August 31, 2016 and May 31, 2016, respectively, were classified as Accrued Liabilities on the Condensed Consolidated Balance Sheet. Operating income from discontinued operations for the three month periods ended August 31, 2016 and 2015 was comprised of the following: Three Months Ended August 31, 2016 2015 Sales $ $ Cost of sales ) ) Selling, general and administrative expenses ) ) Operating loss from discontinued operations $ ) $ ) Unless otherwise noted, amounts and disclosures throughout these Notes to Condensed Consolidated Financial Statements relate to our continuing operations.

Revenue Recognition

Revenue Recognition	3 Months Ended
	Aug. 31, 2016
Revenue Recognition
Revenue Recognition	Note 3 — Revenue Recognition Sales and related cost of sales for product sales are recognized upon shipment of the product to the customer. Our standard terms and conditions provide that title passes to the customer when the product is shipped to the customer. Sales of certain defense products are recognized upon customer acceptance, which includes transfer of title. Under the majority of our expeditionary airlift services contracts, we are paid and record as revenue a fixed daily amount per aircraft for each day an aircraft is available to perform airlift services. In addition, we are paid and record as revenue an amount which is based on number of hours flown. Sales from services and the related cost of services are generally recognized when customer-owned material is shipped back to the customer. We have adopted this accounting policy because at the time the customer-owned material is shipped back to the customer, all services related to that material are complete as our service agreements generally do not require us to provide services at customer sites. Furthermore, serviced units are typically shipped to the customer immediately upon completion of the related services. Sales and related cost of sales for certain large airframe maintenance contracts and performance-based logistics programs are recognized by the percentage of completion method, based on the relationship of costs incurred to date to the estimated total costs. Lease revenues are recognized as earned. Income from monthly or quarterly rental payments is recorded in the pertinent period according to the lease agreement. However, for leases that provide variable rents, we recognize lease income on a straight-line basis. In addition to a monthly lease rate, some engine leases require an additional rental amount based on the number of hours the engine is used in a particular month. Lease income associated with these contingent rentals is recorded in the period in which actual usage is reported to us by the lessee, which is normally the month following the actual usage. Certain supply chain management programs we provide to our customers contain multiple elements or deliverables, such as program and warehouse management, parts distribution, and maintenance and repair services. We recognize revenue for each element or deliverable that can be identified as a separate unit of accounting at the time of delivery based upon the relative fair value of the products and services. Since 2009, we have served as a subcontractor providing supply chain services and logistics support for the prime contractor on the KC10 Extender Contractor Logistics Support Program (“KC10 Program”). In February 2016, we submitted our final bid on the new KC10 Program contract, and in June 2016, the U.S. Air Force awarded the contract to a competitor. Due to the routine transition period of the services to the new provider, we expect to continue to provide KC10 logistics services through late fiscal 2017. Average annual revenue and gross profit recognized over the last three fiscal years for our KC10 logistics support services was $115.9 million and $7.4 million, respectively. Included in accounts receivable as of August 31, 2016 and May 31, 2016, are $26.9 million and $29.8 million, respectively, of unbilled accounts receivable related to the KC10 Program. These unbilled accounts receivable relate to costs we have incurred on parts that were requested and accepted by our customer to support the KC10 program. These costs have not been billed by us because the customer has not issued the final paperwork necessary to allow for billing.

Accounting for Stock-Based Comp

Accounting for Stock-Based Compensation	3 Months Ended
	Aug. 31, 2016
Accounting for Stock-Based Compensation
Accounting for Stock-Based Compensation	Note 4 — Accounting for Stock-Based Compensation Restricted Stock In the three month period ended August 31, 2016, as part of our annual long-term stock incentive compensation, we granted 212,583 shares of performance-based restricted stock and 34,100 shares of time-based restricted stock to eligible employees. The average grant date fair value per share for these shares was $24.00. In June 2016, we also granted 50,000 shares of time-based restricted stock to members of the Board of Directors with a grant date fair value per share of $24.39. Expense charged to operations for restricted stock during the three month periods ended August 31, 2016 and 2015 was $1.3 million and $1.2 million, respectively. Stock Options In July 2016, as part of our annual long-term stock incentive compensation, we granted 678,000 stock options to eligible employees at an exercise price of $24.00 and weighted average fair value of $6.50. The fair value of stock options was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: Risk-free interest rate % Expected volatility of common stock % Dividend yield % Expected option term in years The total intrinsic value of stock options exercised during the three month periods ended August 31, 2016 and 2015 was $0.3 million and $0.8 million, respectively. Expense charged to operations for stock options during the three month periods ended August 31, 2016 and 2015 was $1.2 million and $0.8 million, respectively.

Inventory

Inventory	3 Months Ended
	Aug. 31, 2016
Inventory
Inventory	Note 5 — Inventory The summary of inventories is as follows: August 31, May 31, 2016 2016 Raw materials and parts $ $ Work-in-process Aircraft and engine parts, components and finished goods Aircraft held for sale and related support parts $ $ We had eight aircraft held for sale comprised of five fixed-wing and three rotary-wing aircraft at August 31, 2016 and May 31, 2016.

Supplemental Cash Flow Informat

Supplemental Cash Flow Information	3 Months Ended
	Aug. 31, 2016
Supplemental Cash Flow Information
Supplemental Cash Flow Information	Note 6 — Supplemental Cash Flow Information Three Months Ended August 31, 2016 2015 Interest paid $ $ Income taxes paid Income tax refunds received

Financing Arrangements

Financing Arrangements	3 Months Ended
	Aug. 31, 2016
Financing Arrangements
Financing Arrangements	Note 7 — Financing Arrangements A summary of the carrying amount of our debt is as follows: August 31, May 31, 2016 2016 Revolving Credit Facility expiring March 24, 2020 with interest payable monthly $ $ Industrial revenue bond (secured by property, plant and equipment) due August 1, 2018 with interest payable monthly Note payable due March 9, 2017 with floating interest rate, payable semi-annually on June 1 and December 1 Capital lease obligations Total debt Current maturities of debt ) ) Debt issuance costs, net ) ) Long-term debt $ $ At August 31, 2016, our debt had a fair value that approximates the carrying value. These debt instruments are classified as Level 3 in the fair value hierarchy which is defined as a fair value determined based upon one or more significant unobservable inputs. We are subject to a number of covenants under our financing arrangements, including restrictions that relate to the payment of cash dividends, maintenance of minimum net working capital and tangible net worth levels, sales of assets, additional financing, purchase of our shares and other matters. We are in compliance with all financial and other covenants under our financing arrangements as of August 31, 2016. Convertible Notes During the three-month period ended August 31, 2015, we repurchased $14.4 million of our outstanding 2.25% convertible notes due March 1, 2016 for $14.6 million cash including $0.2 million of accrued interest. We recognized a $0.3 million loss on the early extinguishment of the notes. Interest expense on our convertible notes during the three month periods ended August 31, 2016 and 2015 was $0 and $0.9 million, respectively.

Earnings per Share

Earnings per Share	3 Months Ended
	Aug. 31, 2016
Earnings Per Share
Earnings Per Share	Note 8 — Earnings per Share The computation of basic earnings per share is based on the weighted average number of common shares outstanding during each period. The computation of diluted earnings per share is based on the weighted average number of common shares outstanding during the period plus, when their effect is dilutive, incremental shares consisting of shares subject to stock options and shares issuable upon vesting of restricted stock awards. In accordance with ASC 260-10-45, Share-Based Payment Arrangements and Participating Securities and the Two-Class Method , our unvested restricted stock awards are deemed participating securities since these shares are entitled to participate in dividends declared on common shares. During periods of net income, the calculation of earnings per share for common stock excludes income attributable to unvested restricted stock awards from the numerator and excludes the dilutive impact of those shares from the denominator. During periods of net loss, no effect is given to the participating securities because they do not share in the losses of the Company. A reconciliation of the computations of basic and diluted earnings per share information for the three month periods ended August 31, 2016 and 2015 is as follows: Three Months Ended August 31, 2016 2015 Basic and Diluted EPS: Income from continuing operations $ $ Less income attributable to participating shares ) ) Income from continuing operations attributable to common shareholders Income from discontinued operations attributable to common shareholders ) Net income attributable to common shareholders for earnings per share $ $ Weighted average common shares outstanding—basic Additional shares from assumed exercise of stock options Weighted average common shares outstanding—diluted Earnings per share — basic: Earnings from continuing operations $ $ Earnings (Loss) from discontinued operations ) Earnings per share — basic $ $ Earnings per share — diluted: Earnings from continuing operations $ $ Earnings (Loss) from discontinued operations ) Earnings per share — diluted $ $ At August 31, 2016 and 2015, respectively, stock options to purchase 2,041,000 shares and 148,000 shares of common stock were outstanding, but were not included in the computation of diluted earnings per share because the exercise price of each of these options was greater than the average market price of the common shares during the interim periods then ended.

Accumulated Other Comprehensive

Accumulated Other Comprehensive Loss	3 Months Ended
	Aug. 31, 2016
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Loss	Note 9 — Accumulated Other Comprehensive Loss Changes in our accumulated other comprehensive loss (“AOCL”) by component for the three month periods ended August 31, 2016 and 2015 were as follows: Currency Pension Total Balance at June 1, 2016 $ ) $ ) $ ) Other comprehensive loss before reclassifications ) — ) Amounts reclassified from AOCL — Total other comprehensive income (loss) ) ) Balance at August 31, 2016 $ ) $ ) $ ) Balance at June 1, 2015 $ $ ) $ ) Reclassification within AOCL ) — Other comprehensive income before reclassifications from AOCL — Amounts reclassified from AOCL — Total other comprehensive income Balance at August 31, 2015 $ ) $ ) $ )

Sale of Product Line

Sale of Product Line	3 Months Ended
	Aug. 31, 2016
Sale of Product Line
Sale of Product Line	Note 10 — Sale of Product Line During the first quarter of fiscal 2017, we sold certain assets related to our temperature-controlled container product line to Sonoco Protective Solutions, Inc. (“Sonoco”) for $5 million. The sale price included $3 million paid at closing and $2 million in non-contingent, deferred consideration due over the next two years. We recognized a gain of $2.6 million on the sale. In conjunction with the sale, we also entered into a long-term manufacturing agreement to supply temperature-controlled containers to Sonoco over the next three years.

Business Segment Information

Business Segment Information	3 Months Ended
	Aug. 31, 2016
Business Segment Information
Business Segment Information	Note 11 — Business Segment Information Consistent with how our chief operating decision making officer (Chief Executive Officer) evaluates performance and the way we are organized internally, we report our activities in two business segments: Aviation Services comprised of supply chain and maintenance, repair and overhaul (“MRO”) activities and Expeditionary Services comprised of airlift and mobility activities. The Aviation Services segment consists of businesses that provide spares and maintenance support for aircraft operated by our commercial and government/defense customers. Sales in the Aviation Services segment are derived from the sale and lease of a wide variety of new, overhauled and repaired engine and airframe parts and components to the commercial aviation and government and defense markets. We provide customized inventory supply chain management, performance based logistics programs, aircraft component repair management services, and aircraft modifications. The segment also includes repair, maintenance and overhaul of aircraft, landing gear and components. We also sell and lease used commercial aircraft through joint venture arrangements. Cost of sales consists principally of the cost of product, direct labor, and overhead. The Expeditionary Services segment consists of businesses that provide products and services supporting the movement of equipment and personnel by the U.S. Department of Defense (“DoD”), foreign governments and non-governmental organizations. Sales in the Expeditionary Services segment are derived from the delivery of airlift services to mostly government and defense customers and the design and manufacture of pallets, shelters, and containers used to support the U.S. military’s requirements for a mobile and agile force. We also provide system integration services for specialized command and control systems and composite manufacturing. Cost of sales consists principally of aircraft maintenance costs, depreciation, the cost of material to manufacture products, direct labor and overhead. The accounting policies for the segments are the same as those described in Note 1 of Notes to Consolidated Financial Statements included in our annual report on Form 10-K for the year ended May 31, 2016. Our chief operating decision making officer (Chief Executive Officer) evaluates performance based on the reportable segments and utilizes gross profit as a primary profitability measure. Gross profit is calculated by subtracting cost of sales from sales. The assets and certain expenses related to corporate activities are not allocated to the segments. Our reportable segments are aligned principally around differences in products and services. Selected financial information for each segment is as follows: Three Months Ended August 31, 2016 2015 Net sales: Aviation Services $ $ Expeditionary Services $ $ Three Months Ended August 31, 2016 2015 Gross profit: Aviation Services $ $ Expeditionary Services $ $ The following table reconciles segment gross profit to income from continuing operations before provision for income taxes. Three Months Ended August 31, 2016 2015 Segment gross profit $ $ Selling, general and administrative ) ) Loss from joint ventures — ) Loss on extinguishment of debt — ) Interest expense ) ) Interest income — Income from continuing operations before provision for income taxes $ $

Legal Proceedings

Legal Proceedings	3 Months Ended
	Aug. 31, 2016
Legal Proceedings
Legal Proceedings	Note 12 — Legal Proceedings We are not a party to any material pending legal proceeding (including any governmental or environmental proceeding) other than routine litigation incidental to our business except for the following: DynCorp International LLC v. AAR Airlift Group, Inc. On November 5, 2015, AAR Airlift Group, Inc. (“AAR Airlift”), a wholly-owned subsidiary of AAR CORP. filed a motion to dismiss a First Amended Complaint filed by DynCorp International LLC (“DynCorp”) alleging that AAR Airlift misappropriated DynCorp’s trade secrets in connection with the submission of proposals pursuant to the solicitation issued by the Department of State Bureau of International Narcotics and Law Enforcement Affairs, Office of Aviation (“INL/A”) in support of the Global Aviation Support Services (“GASS”) program which was subsequently awarded to AAR Airlift on September 1, 2016. On January 14, 2016, the Court granted AAR Airlift’s motion to dismiss the First Amended Complaint. On February 2, 2016, DynCorp filed an appeal to the United States Court of Appeals for the Eleventh Circuit with respect to the Court’s order on the motion to dismiss and other orders issued by the Court in this case. DynCorp’s appeal is still pending.

Discontinued Operations (Tables

Discontinued Operations (Tables)	3 Months Ended
	Aug. 31, 2016
Discontinued Operations and Disposal Groups
Schedule of operating income from discontinued operations	Three Months Ended August 31, 2016 2015 Sales $ $ Cost of sales ) ) Selling, general and administrative expenses ) ) Operating loss from discontinued operations $ ) $ )

Accounting for Stock-Based Co22

Accounting for Stock-Based Compensation (Tables)	3 Months Ended
	Aug. 31, 2016
Accounting for Stock-Based Compensation
Schedule of assumptions used in the Black-Scholes option pricing model to estimate the fair value of stock option grant	Risk-free interest rate % Expected volatility of common stock % Dividend yield % Expected option term in years

Inventory (Tables)

Inventory (Tables)	3 Months Ended
	Aug. 31, 2016
Inventory
Summary of inventories	August 31, May 31, 2016 2016 Raw materials and parts $ $ Work-in-process Aircraft and engine parts, components and finished goods Aircraft held for sale and related support parts $ $

Supplemental Cash Flow Inform24

Supplemental Cash Flow Information (Tables)	3 Months Ended
	Aug. 31, 2016
Supplemental Cash Flow Information
Schedule of supplemental information on cash flow	Three Months Ended August 31, 2016 2015 Interest paid $ $ Income taxes paid Income tax refunds received

Financing Arrangements (Tables)

Financing Arrangements (Tables)	3 Months Ended
	Aug. 31, 2016
Financing Arrangements
Summary of carrying amount of debt	August 31, May 31, 2016 2016 Revolving Credit Facility expiring March 24, 2020 with interest payable monthly $ $ Industrial revenue bond (secured by property, plant and equipment) due August 1, 2018 with interest payable monthly Note payable due March 9, 2017 with floating interest rate, payable semi-annually on June 1 and December 1 Capital lease obligations Total debt Current maturities of debt ) ) Debt issuance costs, net ) ) Long-term debt $ $

Earnings per Share (Tables)

Earnings per Share (Tables)	3 Months Ended
	Aug. 31, 2016
Earnings Per Share
Reconciliation of the computations of basic and diluted earnings per share information	Three Months Ended August 31, 2016 2015 Basic and Diluted EPS: Income from continuing operations $ $ Less income attributable to participating shares ) ) Income from continuing operations attributable to common shareholders Income from discontinued operations attributable to common shareholders ) Net income attributable to common shareholders for earnings per share $ $ Weighted average common shares outstanding—basic Additional shares from assumed exercise of stock options Weighted average common shares outstanding—diluted Earnings per share — basic: Earnings from continuing operations $ $ Earnings (Loss) from discontinued operations ) Earnings per share — basic $ $ Earnings per share — diluted: Earnings from continuing operations $ $ Earnings (Loss) from discontinued operations ) Earnings per share — diluted $ $

Accumulated Other Comprehensi27

Accumulated Other Comprehensive Loss (Tables)	3 Months Ended
	Aug. 31, 2016
Accumulated Other Comprehensive Loss
Schedule of changes in accumulated other comprehensive loss ("AOCL") by component	Currency Pension Total Balance at June 1, 2016 $ ) $ ) $ ) Other comprehensive loss before reclassifications ) — ) Amounts reclassified from AOCL — Total other comprehensive income (loss) ) ) Balance at August 31, 2016 $ ) $ ) $ ) Balance at June 1, 2015 $ $ ) $ ) Reclassification within AOCL ) — Other comprehensive income before reclassifications from AOCL — Amounts reclassified from AOCL — Total other comprehensive income Balance at August 31, 2015 $ ) $ ) $ )

Business Segment Information (T

Business Segment Information (Tables)	3 Months Ended
	Aug. 31, 2016
Business Segment Information
Selected financial information for each reportable segment	Three Months Ended August 31, 2016 2015 Net sales: Aviation Services $ $ Expeditionary Services $ $ Three Months Ended August 31, 2016 2015 Gross profit: Aviation Services $ $ Expeditionary Services $ $
Schedule of reconciliation of segment gross profit to income from continuing operations before provision for income taxes	Three Months Ended August 31, 2016 2015 Segment gross profit $ $ Selling, general and administrative ) ) Loss from joint ventures — ) Loss on extinguishment of debt — ) Interest expense ) ) Interest income — Income from continuing operations before provision for income taxes $ $

Discontinued Operations (Detail

Discontinued Operations (Details) - USD ($) $ in Millions	3 Months Ended			12 Months Ended
	Aug. 31, 2016	Aug. 31, 2015	May 31, 2015	May 31, 2016
Operating income from discontinued operations
Operating loss from discontinued operations	$ (0.6)	$ (3.7)
Telair Cargo Group and PSM | Discontinued Operations, Held-for-sale or Disposed of by Sale
Discontinued Operations
General corporate overhead	0
Assets and liabilities held for sale related to discontinued operations
Assets of discontinued operations	0.9			$ 4
Liabilities of discontinued operations	9.3			12.5
Operating income from discontinued operations
Sales	0.6	2.5
Cost of sales	(1)	(5.3)
Selling, general and administrative expenses	(0.2)	(0.9)
Operating loss from discontinued operations	$ (0.6)	(3.7)
Telair Cargo Group | Disposed of by sale
Discontinued Operations
Cash consideration received before fees and expenses			$ 705
Gain on sale of assets			198.6
Telair Cargo Group | A400M | Disposed of by sale
Discontinued Operations
Gain recognized on sale of business		$ 27.7
Telair Cargo Group | A400M | Maximum | Disposed of by sale
Discontinued Operations
Contingent consideration			$ 35
Precision Systems Manufacturing | Discontinued Operations, Held-for-sale
Discontinued Operations
Recognized impairment charge				$ 57.5

Revenue Recognition (Details)

Revenue Recognition (Details) - USD ($) $ in Millions	36 Months Ended
	May 31, 2016	Aug. 31, 2016	May 31, 2015
KC10 logistics support services
Revenue Recognition
Average annual revenue recognized for KC10 logistics support services	$ 115.9
Average Annual Gross Profit Recognized On Support Services	$ 7.4
KC10 Supply Program
Revenue Recognition
Unbilled accounts receivable related to KC10 program		$ 26.9	$ 29.8

Accounting for Stock-Based Co31

Accounting for Stock-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended		3 Months Ended
	Jul. 31, 2016	Jun. 30, 2016	Aug. 31, 2016	Aug. 31, 2015
Stock options
Stock options, additional disclosures
Compensation expense			$ 1.2	$ 0.8
Granted (in shares)	678,000
Granted (in dollars per share)	$ 24
Weighted average fair value of stock options granted (in dollars per share)	$ 6.50
Total intrinsic value of stock options exercised			$ 0.3	0.8
Assumptions used in the Black-Scholes option pricing models to estimate the fair value of each stock option grant
Risk-free interest rate			1.00%
Expected volatility of common stock			36.80%
Dividend yield			1.30%
Expected option term in years			4 years
Restricted stock
Stock options, additional disclosures
Compensation expense			$ 1.3	$ 1.2
Performance-based restricted stock
Stock options, additional disclosures
Granted (in shares)			212,583
Granted (in dollars per share)			$ 24
Time-based restricted stock
Stock options, additional disclosures
Granted (in shares)			34,100
Granted (in dollars per share)			$ 24
Time-based restricted stock | Board of Directors
Stock options, additional disclosures
Granted (in shares)		50,000
Granted (in dollars per share)		$ 24.39

Inventory (Details)

Inventory (Details) $ in Millions	Aug. 31, 2016USD ($)aircraft	May 31, 2016USD ($)
Inventory
Raw materials and parts	$ 44.6	$ 46.3
Work-in-process	22.3	23.4
Aircraft and engine parts, components and finished goods	368.3	366.6
Aircraft held for sale and related support parts	15.7	15.7
Total inventories	$ 450.9	$ 452
Inventory
Number of aircrafts held for sale | aircraft	8
Fixed-wing aircraft
Inventory
Number of aircrafts held for sale | aircraft	5
Rotary-wing aircraft
Inventory
Number of aircrafts held for sale | aircraft	3

Supplemental Cash Flow Inform33

Supplemental Cash Flow Information (Details) - USD ($) $ in Millions	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Supplemental Cash Flow Information
Interest paid	$ 1	$ 1.2
Income taxes paid	1.5	23.5
Income tax refunds received	$ 1	$ 1.1

Financing Arrangements (Details

Financing Arrangements (Details) - USD ($) $ in Millions	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015	May 31, 2016
Financing Arrangements
Total debt	$ 151.6		$ 150.1
Current maturities of debt	(7)		(12)
Debt issuance costs, net	(1.8)		(2)
Long-term debt	142.8		136.1
Loss on extinguishment of debt		$ 0.3
Capital lease obligations
Financing Arrangements
Total debt	4.6		5.1
Revolving Credit Facility expiring March 24, 2020 with interest payable monthly
Financing Arrangements
Total debt	117		110
Industrial revenue bond (secured by property, plant and equipment) due August 1, 2018 with interest payable monthly
Financing Arrangements
Total debt	25		25
Note payable due March 9, 2017 with floating interest rate, payable semi-annually on June 1 and December 1
Financing Arrangements
Total debt	5		$ 10
Convertible notes payable
Financing Arrangements
Interest expense related to convertible notes	$ 0	0.9
Convertible notes payable due March 1, 2016 with interest at 2.25% payable semi-annually on March 1 and September 1
Financing Arrangements
Amount of convertible notes repurchased		$ 14.4
Interest rate (as a percent)		2.25%
Cash paid for convertible notes repurchased		$ 14.6
Accrued interest		0.2
Loss on extinguishment of debt		$ 0.3

Earnings Per Share (Details)

Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Earnings Per Share
Effect to the participating securities as result of net loss	$ 0
Basic and Diluted EPS:
Income from continuing operations	9.9	$ 7.4
Less income attributable to participating shares	(0.1)	(0.2)
Income from continuing operations attributable to common shareholders	9.8	7.2
Income from discontinued operations attributable to common shareholders	(0.4)	15.5
Net income attributable to common shareholders for earnings per share	$ 9.4	$ 22.7
Weighted Average Shares:
Weighted average common shares outstanding - basic	33,900,000	34,700,000
Additional shares from the assumed exercise of stock options	200,000	400,000
Weighted average common shares outstanding - diluted	34,100,000	35,100,000
Earnings per share - basic:
Earnings from continuing operations	$ 0.29	$ 0.21
Earnings (Loss) from discontinued operations	(0.01)	0.44
Earnings per share - basic	0.28	0.65
Earnings per share - diluted:
Earnings from continuing operations	0.29	0.21
Earnings (Loss) from discontinued operations	(0.01)	0.44
Earnings per share - diluted	$ 0.28	$ 0.65
Antidilutive stock options excluded from the computation of diluted earnings per share (in shares)	2,041,000	148,000

Accumulated Other Comprehensi36

Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance	$ (44.4)	$ (40.4)
Other comprehensive income (loss) before reclassifications from AOCL	(1.5)	0.2
Amounts reclassified from AOCL	0.3	0.2
Other comprehensive income (loss), net of tax	(1.2)	0.4
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance	(45.6)	(40)
Currency Translation Adjustments
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance	(1.1)	0.9
Reclassification within AOCL		(2)
Other comprehensive income (loss) before reclassifications from AOCL	(1.5)	0.2
Other comprehensive income (loss), net of tax	(1.5)	0.2
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance	(2.6)	(0.9)
Pension Plans
Accumulated Other Comprehensive Loss
Accumulated Other Comprehensive Income (Loss), Net of Tax, Beginning Balance	(43.3)	(41.3)
Reclassification within AOCL		2
Amounts reclassified from AOCL	0.3	0.2
Other comprehensive income (loss), net of tax	0.3	0.2
Accumulated Other Comprehensive Income (Loss), Net of Tax, Ending Balance	$ (43)	$ (39.1)

Sale of Product Line (Details)

Sale of Product Line (Details) - USD ($) $ in Millions	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Discontinued Operations
Amount received from sale of assets	$ 3	$ 6.5
Temperature-controlled container product line | Disposed of by sale
Discontinued Operations
Sales price	5
Amount received from sale of assets	3
Non-contingent deferred consideration amount in the sales price	$ 2
Non-contingent deferred consideration due over the period	2 years
Gain on sale of assets	$ 2.6

Business Segment Information (D

Business Segment Information (Details) $ in Millions	3 Months Ended
	Aug. 31, 2016USD ($)segment	Aug. 31, 2015USD ($)
Business Segment Information
Number of business segments | segment	2
Business Segment Information
Sales	$ 404.8	$ 386.7
Gross Profit	61.5	53.9
Aviation Services
Business Segment Information
Sales	334.6	315.8
Gross Profit	53.4	49.9
Expeditionary Services
Business Segment Information
Sales	70.2	70.9
Gross Profit	$ 8.1	$ 4

Business Segment Information -

Business Segment Information - Recon of Gross Profit to Income (Details) - USD ($) $ in Millions	3 Months Ended
	Aug. 31, 2016	Aug. 31, 2015
Reconciliation of segment gross profit to income from continuing operations before provision for income taxes
Segment gross profit	$ 61.5	$ 53.9
Selling, general and administrative	(44.8)	(40)
Loss from joint ventures		(0.3)
Loss on extinguishment of debt		(0.3)
Interest expense	(1.3)	(2)
Interest income		0.1
Income from continuing operations before provision for income taxes	$ 15.4	$ 11.4