Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Apr. 30, 2017 | Jun. 01, 2017 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | ABM INDUSTRIES INC /DE/ | |
Entity Central Index Key | 771,497 | |
Current Fiscal Year End Date | --10-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Apr. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | ABM | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 55,769,642 |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Millions | Apr. 30, 2017 | Oct. 31, 2016 |
Current assets | ||
Cash and cash equivalents | $ 55.7 | $ 53.5 |
Trade accounts receivable, net of allowances of $17.7 and $15.9 at April 30, 2017 and October 31, 2016, respectively | 851.8 | 803.7 |
Prepaid expenses | 72.1 | 68 |
Other current assets | 30.6 | 30 |
Assets held for sale | 51.1 | 36.1 |
Total current assets | 1,061.3 | 991.3 |
Other investments | 19 | 17.4 |
Property, plant and equipment, net of accumulated depreciation of $177.9 and $163.4 at April 30, 2017 and October 31, 2016, respectively | 96.4 | 81.8 |
Other intangible assets, net of accumulated amortization of $168.7 and $157.0 at April 30, 2017 and October 31, 2016, respectively | 101.5 | 103.8 |
Goodwill | 924.8 | 912.8 |
Deferred income taxes, net | 76.9 | 37.4 |
Other noncurrent assets | 114.3 | 134.3 |
Total assets | 2,394.2 | 2,278.8 |
Current liabilities | ||
Trade accounts payable | 191.1 | 174.3 |
Accrued compensation | 116.5 | 130.7 |
Accrued taxes—other than income | 51.4 | 40.6 |
Insurance claims | 93.1 | 92.2 |
Income taxes payable | 10.5 | 6.3 |
Legal settlements from discontinued operations | 121.8 | 0 |
Other accrued liabilities | 138.4 | 135.9 |
Liabilities held for sale | 17.3 | 16.8 |
Total current liabilities | 740.1 | 596.8 |
Noncurrent income taxes payable | 34.1 | 33.4 |
Line of credit | 277.9 | 268.3 |
Deferred income tax liability, net | 3.3 | 3.5 |
Noncurrent insurance claims | 346.4 | 331.6 |
Other noncurrent liabilities | 54.8 | 71.2 |
Total liabilities | 1,456.6 | 1,304.8 |
Commitments and contingencies | 0 | 0 |
Stockholders’ Equity | ||
Preferred stock, $0.01 par value; 500,000 shares authorized; none issued | 0 | 0 |
Common stock, $0.01 par value; 100,000,000 shares authorized; 55,759,780 and 55,599,322 shares issued and outstanding at April 30, 2017 and October 31, 2016, respectively | 0.6 | 0.6 |
Additional paid-in capital | 249.2 | 248.6 |
Accumulated other comprehensive loss, net of taxes | (23.7) | (31.6) |
Retained earnings | 711.5 | 756.4 |
Total stockholders’ equity | 937.6 | 974 |
Total liabilities and stockholders’ equity | $ 2,394.2 | $ 2,278.8 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Millions | Apr. 30, 2017 | Oct. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Trade accounts receivable, allowance | $ 17.7 | $ 15.9 |
Property, plant and equipment, accumulated depreciation | 177.9 | 163.4 |
Other intangible assets, accumulated amortization | $ 168.7 | $ 157 |
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 500,000 | 500,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 55,759,780 | 55,599,322 |
Common stock, shares outstanding | 55,759,780 | 55,599,322 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2017 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | |
Income Statement [Abstract] | ||||
Revenues | $ 1,310.5 | $ 1,257.1 | $ 2,637.2 | $ 2,525.5 |
Operating expenses | 1,164.6 | 1,127.5 | 2,359.7 | 2,268.9 |
Selling, general and administrative expenses | 100.7 | 102.4 | 198 | 202.2 |
Restructuring and related expenses | 5.8 | 8.8 | 10.8 | 16 |
Amortization of intangible assets | 5.8 | 6.6 | 11.3 | 13 |
Impairment recovery | (17.4) | 0 | (17.4) | 0 |
Operating profit | 51 | 11.8 | 74.8 | 25.4 |
Income from unconsolidated affiliates, net | 0.9 | 0.9 | 2.3 | 3.3 |
Interest expense | (3) | (2.4) | (6.3) | (5.1) |
Income from continuing operations before income taxes | 48.9 | 10.3 | 70.9 | 23.6 |
Income tax provision | (17.3) | (3.5) | (23.2) | (3.2) |
Income from continuing operations | 31.6 | 6.8 | 47.7 | 20.4 |
Net loss from discontinued operations | (0.4) | (2.4) | (73.2) | (2) |
Net income (loss) | 31.3 | 4.4 | (25.5) | 18.4 |
Other comprehensive income (loss) | ||||
Foreign currency translation | 3 | 4.1 | 6.3 | (4.4) |
Other | 0 | 0.1 | 1.6 | 0.2 |
Comprehensive income (loss) | $ 34.3 | $ 8.6 | $ (17.6) | $ 14.2 |
Net income (loss) per common share — Basic | ||||
Income from continuing operations (in usd per share) | $ 0.56 | $ 0.12 | $ 0.85 | $ 0.36 |
Loss from discontinued operations (in usd per share) | (0.01) | (0.04) | (1.31) | (0.04) |
Net income (loss) (in usd per share) | 0.56 | 0.08 | (0.46) | 0.32 |
Net income (loss) per common share — Diluted | ||||
Income from continuing operations (in usd per share) | 0.56 | 0.12 | 0.84 | 0.36 |
Loss from discontinued operations (in usd per share) | (0.01) | (0.04) | (1.29) | (0.04) |
Net income (loss) (in usd per share) | $ 0.55 | $ 0.08 | $ (0.45) | $ 0.32 |
Weighted-average common and common equivalent shares outstanding | ||||
Basic (in shares) | 56 | 56.4 | 56 | 56.5 |
Diluted (in shares) | 56.5 | 56.9 | 56.6 | 57 |
Dividends declared per common share (in usd per share) | $ 0.170 | $ 0.165 | $ 0.34 | $ 0.33 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Millions | 6 Months Ended | |
Apr. 30, 2017 | Apr. 30, 2016 | |
Cash flows from operating activities | ||
Net income (loss) | $ (25.5) | $ 18.4 |
Net loss from discontinued operations | 73.2 | 2 |
Income from continuing operations | 47.7 | 20.4 |
Adjustments to reconcile income from continuing operations to net cash provided by operating activities of continuing operations | ||
Depreciation and amortization | 28.5 | 29.2 |
Impairment recovery | (17.4) | 0 |
Deferred income taxes | 9.7 | 8 |
Share-based compensation expense | 7.3 | 7.4 |
Provision for bad debt | 2 | 9.8 |
Discount accretion on insurance claims | 0.1 | 0.1 |
Gain on sale of assets | (0.1) | (0.1) |
Income from unconsolidated affiliates, net | (2.3) | (3.3) |
Distributions from unconsolidated affiliates | 0.8 | 4.5 |
Changes in operating assets and liabilities, net of effects of acquisitions | ||
Trade accounts receivable | (47.3) | 12.4 |
Prepaid expenses and other current assets | (2.7) | 3.4 |
Other noncurrent assets | (6.4) | (0.4) |
Trade accounts payable and other accrued liabilities | 1.1 | (10.7) |
Insurance claims | 15.6 | 7.3 |
Income taxes payable | 5.1 | (11.6) |
Other noncurrent liabilities | 8.4 | 2.6 |
Total adjustments | 2.4 | 58.6 |
Net cash provided by operating activities of continuing operations | 50.1 | 79 |
Net cash used in operating activities of discontinued operations | (2) | (22.5) |
Net cash provided by operating activities | 48.1 | 56.5 |
Cash flows from investing activities | ||
Additions to property, plant and equipment | (27.8) | (15.7) |
Proceeds from sale of assets | 0.4 | 0.4 |
Purchase of businesses, net of cash acquired | (18.6) | (81) |
Proceeds from redemption of auction rate security | 0 | 5 |
Net cash used in investing activities of continuing operations | (46) | (91.3) |
Net cash used in investing activities of discontinued operations | 0 | (3.1) |
Net cash used in investing activities | (46) | (94.4) |
Cash flows from financing activities | ||
Proceeds from issuance of share-based compensation awards, net of taxes withheld | 0.8 | 2.6 |
Incremental tax benefit from share-based compensation awards | 0 | 0.5 |
Repurchases of common stock | (7.9) | (21.5) |
Dividends paid | (18.9) | (18.5) |
Deferred financing costs paid | 0 | (0.1) |
Borrowings from line of credit | 441.9 | 536.6 |
Repayment of borrowings from line of credit | (432.3) | (485.7) |
Financing of energy savings performance contracts | 2.6 | 10.5 |
Changes in book cash overdrafts | 17.2 | 4.8 |
Payment of contingent consideration | (3.8) | 0 |
Repayment of capital lease obligations | (0.1) | (0.6) |
Net cash (used in) provided by financing activities | (0.5) | 28.6 |
Effect of exchange rate changes on cash and cash equivalents | 0.6 | (0.5) |
Net increase (decrease) in cash and cash equivalents | 2.2 | (9.8) |
Cash and cash equivalents at beginning of year | 53.5 | 55.5 |
Cash and cash equivalents at end of period | $ 55.7 | $ 45.7 |
The Company and Nature of Opera
The Company and Nature of Operations | 6 Months Ended |
Apr. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Company and Nature of Operations | THE COMPANY AND NATURE OF OPERATIONS ABM Industries Incorporated, which operates through its subsidiaries (collectively referred to as “ABM,” “we,” “us,” “our,” or the “Company”), is a leading provider of integrated facility solutions, customized by industry, that enable our clients to deliver exceptional facilities experiences. We are organized into five industry groups and one Technical Solutions segment: Through these groups, we offer a full complement of solutions, including janitorial, facilities engineering, and parking, on a stand-alone basis or in combination with each other or with specialized mechanical and electrical technical solutions. |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 6 Months Ended |
Apr. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited consolidated financial statements have been prepared in accordance with (i) United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information and (ii) the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of our management, our unaudited consolidated financial statements and accompanying notes (the “Financial Statements”) include all normal recurring adjustments that are necessary for the fair statement of the interim periods presented. Interim results of operations are not necessarily indicative of results for the full year. The Financial Statements should be read in conjunction with our audited consolidated financial statements (and notes thereto) in our Annual Report on Form 10-K for the fiscal year ended October 31, 2016 . Unless otherwise noted, all references to years are to our fiscal year, which ends on October 31 . Prior Year Reclassifications Effective November 1, 2016, we reorganized our reportable segments to reflect how we now manage our business by industry group. We have revised our prior period segment information to reflect this reorganization, including a related reclassification of certain Corporate expenses. See Note 15 , “Segment Information,” for further information. Concurrent with the reorganization, we recategorized certain expenses that were historically included in operating expenses to selling, general and administrative expenses. To conform to the new categorization, we reclassified operating expenses of $4.9 million and $9.8 million for the three- and six-month periods ended April 30, 2016 , respectively, to selling, general and administrative expenses. As discussed in Note 4 , “Held for Sale,” we reclassified certain prior year amounts in the accompanying unaudited consolidated balance sheets from held-for-sale to held-and-used. In addition, certain amounts in the statements of cash flows have been reclassified to conform with the current year presentation. Assets and Liabilities Held for Sale During the fourth quarter of 2016, we made the decision to divest our Government Services business. The assets and liabilities of this business have been classified as held for sale at April 30, 2017 and October 31, 2016 . Subsequent to the second quarter, we completed the sale of this business. See Note 4 , “Held for Sale,” for further information. Rounding We round amounts in the Financial Statements to millions and calculate all percentages and per-share data from the underlying whole-dollar amounts. Thus, certain amounts may not foot, crossfoot, or recalculate based on reported numbers due to rounding. Management Reimbursement Revenue by Segment We operate certain parking facilities under managed location arrangements. Under these arrangements, we manage the parking facility for a management fee and pass through the revenue and expenses associated with the facility to the owner. These revenues and expenses are reported in equal amounts for costs reimbursed from our managed locations: Three Months Ended April 30, Six Months Ended April 30, (in millions) 2017 2016 2017 2016 Business & Industry $ 58.1 $ 57.2 $ 115.9 $ 113.7 Aviation 16.2 21.1 32.7 40.8 Emerging Industries Group 4.8 4.2 9.3 8.1 Total $ 79.1 $ 82.5 $ 158.0 $ 162.6 |
Restructuring and Related Costs
Restructuring and Related Costs | 6 Months Ended |
Apr. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs | RESTRUCTURING AND RELATED COSTS During the fourth quarter of 2015, our Board of Directors approved a comprehensive strategy intended to have a positive transformative effect on ABM (the “ 2020 Vision ”). As part of the 2020 Vision , we identified key priorities to differentiate ABM in the marketplace, accelerate revenue growth for certain industry groups, and improve our margin profile. We expect our 2020 Vision restructuring and related activities to be complete by the end of 2017, with remaining costs primarily related to external support fees and office consolidations. As described in Note 15 , “Segment Information,” we include restructuring and related costs within corporate expenses. Rollforward of Restructuring and Related Liabilities (in millions) External Support Fees Employee Severance Other Project Fees Lease Exit Total Balance, October 31, 2016 $ 1.2 $ 3.8 $ 0.5 $ 2.5 $ 8.0 Costs recognized 4.6 1.0 3.7 1.5 10.8 Payments (4.8 ) (2.4 ) (3.8 ) (1.5 ) (12.5 ) Balance, April 30, 2017 $ 1.0 $ 2.4 $ 0.4 $ 2.5 $ 6.3 We have incurred cumulative 2020 Vision restructuring and related charges of $52.5 million , including external support fees of $20.5 million , employee severance costs of $14.3 million , other project fees of $8.4 million , and both asset impairment and lease exit costs of $4.7 million . |
Held For Sale
Held For Sale | 6 Months Ended |
Apr. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Held For Sale | HELD FOR SALE During the fourth quarter of 2016, in connection with the key priorities of our 2020 Vision , we made the decision to divest our Government Services business and accordingly classified the assets and liabilities of the business as held for sale. We engaged a third-party broker to assist in the divestiture process. In connection with the held-for-sale classification in 2016, we wrote down goodwill and long-lived assets of this business by $22.5 million to reflect our best estimate of fair value less costs to sell using all information available at that time. During the second quarter of 2017, we received an offer from a strategic buyer to purchase our Government Services business for approximately $35.0 million , which was higher than our previous estimate of fair value less costs to sell. As a result, in the second quarter of 2017 we recorded a $17.4 million impairment recovery to adjust the fair value of certain previously impaired assets to the valuation of the assets as implied by the agreed-upon sales price, less estimated costs to sell. Subsequent to the second quarter, on May 31, 2017, we completed the sale of this business for $35.5 million , subject to certain post-closing adjustments. Major Classes of Assets and Liabilities Held for Sale at Estimated Fair Value (in millions) April 30, 2017 October 31, 2016 Trade accounts receivable, net $ 25.9 $ 23.8 Investments in unconsolidated affiliates 12.0 7.7 Goodwill 6.0 — Other intangible assets, net 4.4 — Other assets 2.8 4.5 Assets held for sale 51.1 36.1 Trade accounts payable 11.8 11.8 Other liabilities 5.5 4.8 Liabilities held for sale $ 17.3 $ 16.8 As of October 31, 2016, we reclassified $8.1 million of trade accounts receivable, net and $2.6 million of trade accounts payable from held-for-sale to held-and-used based on the terms of the agreement to sell this business. DISCONTINUED OPERATIONS Following the sale of our Security business in 2015, we record all costs associated with this former business in discontinued operations. Such costs typically relate to legal cases and insurance reserves. For the six months ended April 30, 2017 , we incurred a net loss from discontinued operations of $73.2 million (a pretax loss of $123.7 million ). As described in Note 12 , “Commitments and Contingencies,” this loss primarily relates to the probable settlements of the Augustus and Karapetyan cases. We recorded the liability for these probable settlements within “Legal settlements from discontinued operations” on the accompanying unaudited consolidated balance sheets. |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Apr. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | HELD FOR SALE During the fourth quarter of 2016, in connection with the key priorities of our 2020 Vision , we made the decision to divest our Government Services business and accordingly classified the assets and liabilities of the business as held for sale. We engaged a third-party broker to assist in the divestiture process. In connection with the held-for-sale classification in 2016, we wrote down goodwill and long-lived assets of this business by $22.5 million to reflect our best estimate of fair value less costs to sell using all information available at that time. During the second quarter of 2017, we received an offer from a strategic buyer to purchase our Government Services business for approximately $35.0 million , which was higher than our previous estimate of fair value less costs to sell. As a result, in the second quarter of 2017 we recorded a $17.4 million impairment recovery to adjust the fair value of certain previously impaired assets to the valuation of the assets as implied by the agreed-upon sales price, less estimated costs to sell. Subsequent to the second quarter, on May 31, 2017, we completed the sale of this business for $35.5 million , subject to certain post-closing adjustments. Major Classes of Assets and Liabilities Held for Sale at Estimated Fair Value (in millions) April 30, 2017 October 31, 2016 Trade accounts receivable, net $ 25.9 $ 23.8 Investments in unconsolidated affiliates 12.0 7.7 Goodwill 6.0 — Other intangible assets, net 4.4 — Other assets 2.8 4.5 Assets held for sale 51.1 36.1 Trade accounts payable 11.8 11.8 Other liabilities 5.5 4.8 Liabilities held for sale $ 17.3 $ 16.8 As of October 31, 2016, we reclassified $8.1 million of trade accounts receivable, net and $2.6 million of trade accounts payable from held-for-sale to held-and-used based on the terms of the agreement to sell this business. DISCONTINUED OPERATIONS Following the sale of our Security business in 2015, we record all costs associated with this former business in discontinued operations. Such costs typically relate to legal cases and insurance reserves. For the six months ended April 30, 2017 , we incurred a net loss from discontinued operations of $73.2 million (a pretax loss of $123.7 million ). As described in Note 12 , “Commitments and Contingencies,” this loss primarily relates to the probable settlements of the Augustus and Karapetyan cases. We recorded the liability for these probable settlements within “Legal settlements from discontinued operations” on the accompanying unaudited consolidated balance sheets. |
Acquisitions
Acquisitions | 6 Months Ended |
Apr. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS 2017 Acquisitions Effective December 1, 2016, we acquired all of the outstanding stock of Mechanical Solutions, Inc. (“MSI”), a provider of specialized HVAC, chiller, and plumbing services, for a purchase price of $12.6 million , subject to post-closing adjustments. The purchase price includes up to $1.0 million of undiscounted contingent consideration that is based on the expected achievement of certain pre-established revenue goals. See Note 8 , “Fair Value of Financial Instruments,” regarding our valuation of contingent consideration liabilities. As of December 1, 2016, the operations of MSI are included in our Technical Solutions segment. Effective December 1, 2016, we also acquired all of the outstanding stock of OFJ Connections Ltd (“OFJ”), a provider of airport transportation services in the United Kingdom, for a purchase price of $6.3 million , subject to post-closing adjustments. As of December 1, 2016, the operations of OFJ are included in our Aviation segment. 2016 Acquisitions Effective September 30, 2016, we acquired all of the outstanding stock of BRBIBR Limited, a company which holds all of the outstanding shares of 8 Solutions Ltd. (“8 Solutions”), a provider of technical cleaning services to data centers in the United Kingdom and certain other locations, for a purchase price of $16.1 million . As of September 30, 2016, the operations of 8 Solutions are included in our Business & Industry segment. 8 Solutions has been renamed ABM Critical Solutions Limited. Effective December 1, 2015, we acquired all of the outstanding stock of Westway Services Holdings (2014) Ltd. (“Westway”), a provider of technical services to clients in the United Kingdom, for a purchase price of $81.0 million . This acquisition expanded the geographical reach of our technical solutions business to the United Kingdom, resulting in the allocation of a significant portion of the purchase price to goodwill. As such, we recorded goodwill and intangible assets of $53.8 million and $22.5 million , respectively. The goodwill associated with this acquisition is not deductible for tax purposes. As of December 1, 2015, the operations of Westway are included in our Technical Solutions segment. Pro Forma and Other Supplemental Financial Information Pro forma and other supplemental financial information is not presented for these acquisitions, as they are not considered material business combinations individually or on a combined basis. |
Net Income (Loss) Per Common Sh
Net Income (Loss) Per Common Share | 6 Months Ended |
Apr. 30, 2017 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Common Share | NET INCOME (LOSS) PER COMMON SHARE Basic and Diluted Net Income (Loss) Per Common Share Calculations Three Months Ended April 30, Six Months Ended April 30, (in millions, except per share amounts) 2017 2016 2017 2016 Income from continuing operations $ 31.6 $ 6.8 $ 47.7 $ 20.4 Net loss from discontinued operations (0.4 ) (2.4 ) (73.2 ) (2.0 ) Net income (loss) $ 31.3 $ 4.4 $ (25.5 ) $ 18.4 Weighted-average common and common equivalent shares outstanding — Basic 56.0 56.4 56.0 56.5 Effect of dilutive securities Restricted stock units 0.3 0.2 0.3 0.2 Stock options 0.2 0.2 0.2 0.2 Performance shares — 0.1 0.1 0.1 Weighted-average common and common equivalent shares outstanding — Diluted 56.5 56.9 56.6 57.0 Net income (loss) per common share — Basic Income from continuing operations $ 0.56 $ 0.12 $ 0.85 $ 0.36 Loss from discontinued operations (0.01 ) (0.04 ) (1.31 ) (0.04 ) Net income (loss) $ 0.56 $ 0.08 $ (0.46 ) $ 0.32 Net income (loss) per common share — Diluted Income from continuing operations $ 0.56 $ 0.12 $ 0.84 $ 0.36 Loss from discontinued operations (0.01 ) (0.04 ) (1.29 ) (0.04 ) Net income (loss) $ 0.55 $ 0.08 $ (0.45 ) $ 0.32 Anti-Dilutive Outstanding Stock Awards Issued Under Share-Based Compensation Plans Three Months Ended April 30, Six Months Ended April 30, (in millions) 2017 2016 2017 2016 Anti-dilutive — — — 0.2 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Apr. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | FAIR VALUE OF FINANCIAL INSTRUMENTS Fair Value Hierarchy of Our Financial Instruments Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (in millions) Fair Value Hierarchy April 30, 2017 October 31, 2016 Assets held in funded deferred compensation plan (1) 1 $ 5.0 $ 4.9 Investments in auction rate securities (2) 3 8.0 8.0 Interest rate swaps (3) 2 2.8 0.2 Cash and cash equivalents (4) 1 55.7 53.5 Insurance deposits (5) 1 11.2 11.2 Contingent consideration liability (6) 3 0.9 3.8 Line of credit (7) 2 277.9 268.3 (1) Represents investments held in a Rabbi trust associated with one of our deferred compensation plans, which we include in “Other noncurrent assets” on the accompanying unaudited consolidated balance sheets. The fair value of the assets held in the funded deferred compensation plan is based on quoted market prices. (2) For investments in auction rate securities, the fair value was based on discounted cash flow valuation models, primarily utilizing unobservable inputs, including assumptions about the underlying collateral, credit risks associated with the issuer, credit enhancements associated with financial insurance guarantees, and the possibility of the security being re-financed by the issuer or having a successful auction. These amounts are included in “Other investments” on the accompanying unaudited consolidated balance sheets. See Note 9 , “Auction Rate Securities,” for further information. (3) Represents interest rate swap derivatives designated as cash flow hedges. The fair values of the interest rate swaps are estimated based on the present value of the difference between expected cash flows calculated at the contracted interest rates and the expected cash flows at current market interest rates using observable benchmarks for LIBOR forward rates at the end of the period. These interest rate swaps are included in “Other noncurrent assets” on the accompanying unaudited consolidated balance sheets. See Note 11 , “Line of Credit,” for further information. (4) Cash and cash equivalents are stated at nominal value, which equals fair value. (5) Represents restricted insurance deposits that are used to collateralize our insurance obligations and are stated at nominal value, which equals fair value. These insurance deposits are included in “Other noncurrent assets” on the accompanying unaudited consolidated balance sheets. See Note 10 , “Insurance,” for further information. (6) Certain of our acquisitions involve the payment of contingent consideration. The fair value of these liabilities is based on the expected achievement of certain pre-established revenue goals. At October 31, 2016, we had one contingent consideration liability included in “Other accrued liabilities” on the accompanying unaudited consolidated balance sheets. During the three months ended April 30, 2017, the income-related target for that acquisition was achieved, resulting in the payment of $3.8 million to the seller. In connection with the MSI acquisition, we recorded one new contingent consideration liability during 2017, which is included in “Other noncurrent liabilities” on the accompanying unaudited consolidated balance sheets. (7) Represents outstanding borrowings under our syndicated line of credit. Due to variable interest rates, the carrying value of outstanding borrowings under our line of credit approximates the fair value. See Note 11 , “Line of Credit,” for further information. During the six months ended April 30, 2017 , we had no transfers of assets or liabilities between any of the hierarchy levels. Non-Financial Assets Measured at Fair Value on a Non-Recurring Basis We measure certain assets at fair value on a non-recurring basis, which are subject to fair value adjustments in certain circumstances. These assets can include: goodwill; intangible assets; property, plant and equipment; and other long-lived assets that have been reduced to fair value when they are held for sale. As discussed in Note 4 , “Held for Sale,” during the three months ended April 30, 2017, we recorded a $17.4 million impairment recovery to adjust the fair value of certain previously impaired assets to the valuation of the assets as implied by the agreed-upon sales price, less estimated costs to sell. This represents a Level 3 input under the fair value hierarchy. In addition, on November 1, 2016, we reorganized our reportable segments and goodwill reporting units. As such, we performed a goodwill impairment test immediately before and after the segment realignment. We estimated the fair value of goodwill using the income and market approaches, which utilize expected cash flows using Level 3 inputs. This analysis required the exercise of significant judgments, including the identification of reporting units as well as the evaluation of recent indicators of market activity, estimated future cash flows, discount rates, and other factors. As a result of this analysis, we concluded that the estimated fair value of each reporting unit substantially exceeded its carrying value and that no further evaluation of impairment was necessary. |
Auction Rate Securities
Auction Rate Securities | 6 Months Ended |
Apr. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Auction Rate Securities | AUCTION RATE SECURITIES At April 30, 2017 and October 31, 2016 , we held investments in auction rate securities from two different issuers that had an aggregate original principal amount of $10.0 million and an amortized cost and fair value of $8.0 million . These two auction rate securities are debt instruments with stated maturities in 2036 and 2050 . The interest rates for these securities are designed to be reset through Dutch auctions approximately every thirty days, but auctions for these securities have not occurred since August 2007 . At April 30, 2017 and October 31, 2016 , there were no unrealized gains or losses on our auction rate securities included in accumulated other comprehensive loss, net of taxes (“AOCL”), and the total amount of other-than-temporary impairment credit loss on our auction rate security investments included in our retained earnings was $2.0 million . Significant Assumptions Used to Determine the Fair Values of Our Auction Rate Securities Assumption April 30, 2017 October 31, 2016 Discount rates L + 0.38% and L + 1.00% L + 0.46% and L + 1.30% Yields 2.15%, L + 2.00% 2.15%, L + 2.00% Average expected lives 4 – 10 years 4 – 10 years L – One Month LIBOR |
Insurance
Insurance | 6 Months Ended |
Apr. 30, 2017 | |
Insurance [Abstract] | |
Insurance | INSURANCE We use a combination of insured and self-insurance programs to cover workers’ compensation, general liability, automobile liability, property damage, and other insurable risks. For the majority of these insurance programs, we retain the initial $1.0 million of exposure on a per-occurrence basis, either through deductibles or self-insured retentions. Beyond the retained exposures, we have varying primary policy limits ranging between $1.0 million and $5.0 million per occurrence. To cover general liability and automobile liability losses above these primary limits, we maintain commercial umbrella insurance policies that provide aggregate limits of $200.0 million . Our insurance policies generally cover workers’ compensation losses to the full extent of statutory requirements. Additionally, to cover property damage risks above our retained limits, we maintain policies that provide per occurrence limits of $75.0 million . We are also self-insured for certain employee medical and dental plans. We maintain stop-loss insurance for our self-insured medical plan under which we retain up to $0.4 million of exposure on a per-participant, per-year basis with respect to claims. The adequacy of our reserves for workers’ compensation, general liability, automobile liability, and property damage insurance claims is based upon known trends and events and the actuarial estimates of required reserves considering the most recently completed actuarial reports. We use all available information to develop our best estimate of insurance claims reserves as information is obtained. The results of actuarial studies are used to estimate our insurance rates and insurance reserves for future periods and to adjust reserves, if appropriate, for prior years. Actuarial Review Performed During the First Quarter of 2017 During the three months ended January 31, 2017, we performed an actuarial review for the majority of our casualty insurance programs. This review considered all changes in claim developments and claim payment activity for the period commencing May 1, 2016 and ending October 31, 2016. We performed this review for all policy years in which open claims existed. This review indicated unfavorable developments in our estimates of ultimate losses related to certain general liability and workers’ compensation claims. During the three months ended April 30, 2017, we continued to see a similar trend in adverse developments related to prior year claims. We are experiencing a moderately reduced frequency of claims in our general liability program. However, we experienced adverse developments in prior year claims, which are largely attributable to adjustments on certain property damage claims and to losses for alleged bodily injuries. The average incurred cost for our less severe claims was also higher than expected, and this contributed to the increase in projected cost estimates. We are experiencing a reduced frequency of claims in our workers’ compensation program. However, our estimate of ultimate losses was negatively impacted by increases in projected costs for a significant number of prior year claims in California and New York. Statutory, regulatory, and legal developments have negatively impacted how these claims affect our Company. After analyzing the recent loss developments against benchmarks and applying actuarial projection methods to determine the estimate of ultimate losses, we increased our reserves for known claims as well as our estimate of the loss amounts associated with incurred but not reported claims for prior periods by $5.0 million at January 31, 2017. As we continue to see a similar trend in adverse developments, at April 30, 2017 we increased our reserves by an additional $5.0 million , resulting in a total increase to our reserves for claims related to prior periods of $10.0 million . During the third quarter of 2017 , comprehensive actuarial evaluations are expected to be completed for our significant insurance programs using recent claims data. Insurance Related Balances and Activity (in millions) April 30, 2017 October 31, 2016 Insurance claim reserves excluding medical and dental $ 432.7 $ 417.9 Medical and dental claim reserves 6.8 5.9 Insurance recoverables 69.8 69.7 At April 30, 2017 and October 31, 2016 , insurance recoverables are included in “Other current assets” and “Other noncurrent assets” on the accompanying unaudited consolidated balance sheets. Instruments Used to Collateralize Our Insurance Obligations (in millions) April 30, 2017 October 31, 2016 Standby letters of credit $ 120.1 $ 118.3 Surety bonds 59.5 57.2 Restricted insurance deposits 11.2 11.2 Total $ 190.8 $ 186.7 |
Line of Credit
Line of Credit | 6 Months Ended |
Apr. 30, 2017 | |
Debt Disclosure [Abstract] | |
Line of Credit | LINE OF CREDIT On November 30, 2010 , we entered into a syndicated credit agreement pursuant to which we obtained an unsecured revolving credit facility (the “Facility”). This credit agreement, as amended from time to time, is referred to as the “Credit Agreement.” We can borrow up to $800.0 million under our Credit Agreement, subject to compliance with certain covenants under the Credit Agreement, and we have the option to increase the size of the Facility to $1.0 billion at any time prior to the December 11, 2018 expiration date (subject to receipt of commitments for the increased amount from existing and new lenders and compliance with such covenants). Borrowings under the Facility bear interest at a rate equal to an applicable margin plus, at our option, either a (i) eurodollar rate (generally LIBOR) or (ii) base rate determined by reference to the highest of (1) the federal funds rate plus 0.50% , (2) the prime rate published by Bank of America, N.A. from time to time, and (3) the eurodollar rate plus 1.00% . The applicable margin is a percentage per annum varying from zero to 0.75% for base rate loans and 1.00% to 1.75% for eurodollar loans, based upon our leverage ratio. We also pay a commitment fee, based on the leverage ratio, payable quarterly in arrears, ranging from 0.200% to 0.275% on the average daily unused portion of the Facility. For purposes of this calculation, irrevocable standby letters of credit, which are issued primarily in conjunction with our insurance programs, and cash borrowings are included as outstanding under the Facility. The Credit Agreement contains certain financial covenants that include a maximum leverage ratio of 3.25 to 1.0 (except as described below) and a minimum fixed charge coverage ratio of 1.50 to 1.0 . In addition, we are required to maintain a consolidated net worth in an amount not less than the sum of (i) $570.0 million , (ii) 50% of our consolidated net income (with no deduction for net loss), and (iii) 100% of our aggregate increases in stockholders’ equity beginning on November 30, 2010 . In the event of a material acquisition, as defined in the Credit Agreement, we may elect to increase the leverage ratio to 3.50 to 1.0 for a total of four fiscal quarters. On January 6, 2017 , ABM entered into an amendment (the “Seventh Amendment”) to the Credit Agreement that amends, among other things, the calculations of certain financial covenants to incorporate adjustments with respect to particular cash and non-cash charges, including any reserves, taken in connection with certain litigation. As of April 30, 2017 , we were in compliance with the covenants under our Credit Agreement. If an event of default occurs under the Credit Agreement, including certain cross-defaults, insolvency, change in control, or violation of specific covenants, the lenders can terminate or suspend our access to the Facility, declare all amounts outstanding under the Facility (including all accrued interest and unpaid fees) to be immediately due and payable, and require that we cash collateralize the outstanding standby letters of credit. The Facility is available for working capital, the issuance of up to $300.0 million for standby letters of credit, the issuance of up to $50.0 million in swing line advances, the financing of capital expenditures, and other general corporate purposes, including acquisitions and investments in subsidiaries, subject to certain limitations, where applicable, as set forth in the Credit Agreement. The a vailability of our borrowing capacity is subject to, and limited by, compliance with the covenants described above. Facility Information (in millions) April 30, 2017 October 31, 2016 Cash borrowings $ 277.9 $ 268.3 Standby letters of credit 128.9 130.9 Borrowing capacity (1) 393.2 400.8 (1) At April 30, 2017 , current covenant restrictions limit our borrowing capacity to $262.1 million . However, the leverage ratio could increase for up to four fiscal quarters if we complete a material acquisition, as defined in the Credit Agreement. Interest Rate Swaps We enter into interest rate swaps to manage the interest rate risk associated with our floating-rate, LIBOR-based borrowings under our Facility. Under these arrangements, we typically pay a fixed interest rate in exchange for LIBOR-based variable interest throughout the life of the agreement. During 2016, we entered into three interest rate swap agreements with effective dates of April 7, 2016 and May 11, 2016, an underlying aggregate notional amount of $105.0 million , and a fixed interest rate of 1.05% . These swaps were designated and accounted for as cash flow hedges from inception and mature on April 7, 2021 and May 11, 2021. See Note 8 , “Fair Value of Financial Instruments,” regarding the valuation of our interest rate swaps. We initially report the effective portion of a derivative’s mark-to-market gain or loss as a component of AOCL and subsequently reclassify the gain or loss into earnings when the hedged transactions occur and affect earnings. The ineffective portion of the gain or loss is reported in earnings immediately. Interest payables and receivables under the swap agreements are accrued and recorded as adjustments to interest expense. At April 30, 2017 and October 31, 2016 , the amounts recorded in AOCL were $1.6 million and $0.2 million , respectively. At April 30, 2017 , the amount expected to be reclassified from AOCL to earnings during the next twelve months was $0.7 million . |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Apr. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIES Letters of Credit and Surety Bonds We use letters of credit and surety bonds to secure certain commitments related to insurance programs and for other purposes. As of April 30, 2017 , these letters of credit and surety bonds totaled $128.9 million and $546.6 million , respectively. Guarantees In some instances, we offer clients guaranteed energy savings under certain energy savings contracts. At April 30, 2017 and October 31, 2016 , total guarantees were $88.5 million and $60.9 million , respectively, and these guarantees extend through 2032 and 2031 , respectively. We accrue for the estimated cost of guarantees when it is probable that a liability has been incurred and the amount can be reasonably estimated. Historically, we have not incurred any material losses in connection with these guarantees. In connection with an unconsolidated joint venture in which one of our subsidiaries has a 33% ownership interest, that subsidiary and the other joint venture partners have each jointly and severally guaranteed the obligations of the joint venture to perform under certain contracts extending through 2019. Annual revenues relating to the underlying contracts are approximately $35 million . Should the joint venture be unable to perform under these contracts, the joint venture partners would be jointly and severally liable for any losses incurred by the client due to the failure to perform. Sales Tax Audits We collect sales tax from clients and remit those collections to the applicable states. When clients fail to pay their invoices, including the amount of any sales tax that we advanced on their behalf, in some cases we are entitled to seek a refund of that amount of sales tax from the applicable state. Sales tax laws and regulations enacted by the various states are subject to interpretation, and our compliance with such laws is routinely subject to audit and review by such states. Audit risk is concentrated in several states, and these states are conducting ongoing audits. The outcomes of ongoing and any future audits and changes in the states’ interpretation of the sales tax laws and regulations could materially adversely impact our results of operations. Legal Matters We are a party to a number of lawsuits, claims, and proceedings incident to the operation of our business, including those pertaining to labor and employment, contracts, personal injury, and other matters, some of which allege substantial monetary damages. Some of these actions may be brought as class actions on behalf of a class or purported class of employees. At April 30, 2017 , the total amount accrued for all probable litigation losses where a reasonable estimate of the loss could be made was $129.0 million . This $129.0 million includes the accrual of $115.0 million in connection with the probable settlements of the Augustus and Karapetyan cases discussed below, as well as an accrual for payroll taxes related to the probable settlements of $6.8 million . The remaining $7.2 million relates to various other probable litigation losses. Litigation outcomes are difficult to predict, and the estimation of probable losses requires the analysis of multiple possible outcomes that often depend on judgments about potential actions by third parties. There is the potential for a material adverse effect on our financial statements if one or more matters are resolved in a particular period in an amount materially in excess of what we anticipated. We do not accrue for contingent losses that, in our judgment, are considered to be reasonably possible but not probable. The estimation of reasonably possible losses also requires the analysis of multiple possible outcomes that often depend on judgments about potential actions by third parties. Our management currently estimates the range of loss for all reasonably possible losses for which a reasonable estimate of the loss can be made is between zero and $16 million . Factors underlying this estimated range of loss may change from time to time, and actual results may vary significantly from this estimate. In some cases, although a loss is probable or reasonably possible, we cannot reasonably estimate the maximum potential losses for probable matters or the range of losses for reasonably possible matters. Therefore, our accrual for probable losses and our estimated range of loss for reasonably possible losses do not represent our maximum possible exposure. While the results of these lawsuits, claims, and proceedings cannot be predicted with any certainty, our management believes that the final outcome of these matters will not have a material adverse effect on our financial position, results of operations, or cash flows. Certain Legal Proceedings Certain pending lawsuits to which we are a party are discussed below. In determining whether to include any particular lawsuit or other proceeding, we consider both quantitative and qualitative factors. These factors include, but are not limited to: the amount of damages and the nature of any other relief sought in the proceeding; if such damages and other relief are specified, our view of the merits of the claims; whether the action is or purports to be a class action, and our view of the likelihood that a class will be certified by the court; the jurisdiction in which the proceeding is pending; and the potential impact of the proceeding on our reputation. The Consolidated Cases of Augustus, Hall, and Davis, et al. v. American Commercial Security Services, filed July 12, 2005, in the Superior Court of California, Los Angeles County (the “Augustus case”) The Augustus case is a certified class action involving alleged violations of certain California state laws relating to rest breaks. The case centers on whether requiring security guards to remain on call during rest breaks violated Section 226.7 of the California Labor Code. On February 8, 2012 , the plaintiffs filed a motion for summary judgment on the rest break claim, and on July 31, 2012, the Superior Court of California, Los Angeles County (the “Superior Court”), entered judgment in favor of plaintiffs in the amount of approximately $89.7 million (the “common fund”). Subsequently, the Superior Court also awarded plaintiffs’ attorneys’ fees of approximately $4.5 million in addition to approximately 30% of the common fund. Under California law, post-judgment interest on a judgment accrues at a rate of 10% simple interest per year from the date the judgment is entered until it is satisfied. We appealed the Superior Court’s rulings to the Court of Appeals of the State of California, Second Appellate District (the “Appeals Court”). On December 31, 2014 , the Appeals Court issued its opinion, reversing the judgment in favor of the plaintiffs and vacating the award of $89.7 million in damages and the attorneys’ fees award. The plaintiffs filed a petition for review with the California Supreme Court on March 4, 2015, and on April 29, 2015, the California Supreme Court granted the plaintiffs’ petition. On December 22, 2016, the California Supreme Court rendered its decision, holding that on-call and on-duty rest breaks are prohibited by California law, and reversed the Appeals Court judgment on this issue. The amount of post-judgment interest as of December 22, 2016 was approximately $41.2 million . On February 6, 2017, ABM Security Services, Inc., a wholly-owned subsidiary of ABM Industries Incorporated, entered into a Class Action Settlement and Release with Plaintiffs Jennifer Augustus, Delores Hall, Emanuel Davis, and Carlton Anthony Waite, on behalf of themselves and the settlement class members, to settle the Augustus case on a class-wide basis for $110.0 million (the “Augustus Settlement Agreement”). On March 17, 2017, the Augustus Settlement Agreement was amended to address certain procedural matters. The Augustus Settlement Agreement, as amended, is contingent upon the approval of the Superior Court. On April 6, 2017, the Superior Court granted preliminary approval of the class action settlement. Notice to the class members was sent on April 24, 2017 and they have until June 8, 2017 to file any objections to the settlement. The Superior Court scheduled a final approval hearing for June 30, 2017. Karapetyan v. ABM Industries Incorporated and ABM Security Services, Inc., et al. filed on October 23, 2015, pending in the United States District Court for the Central District of California (the “Karapetyan case”) The Karapetyan case is a putative class action in which the plaintiff seeks to represent a class of security guards who worked during time periods subsequent to the class period in the Augustus case. The plaintiff alleges that ABM violated certain California state laws relating to meal and rest breaks and other wage and hour claims. On January 30, 2017, ABM entered into a Settlement Term Sheet with plaintiff to settle the case on a class-wide basis for $5.0 million . On April 17, 2017, ABM Industries Incorporated, ABM Security Services, Inc., ABM Onsite Services, Inc., and ABM Onsite Services – West, Inc. entered into a Class Action Settlement and Release with Plaintiff Vardan Karapetyan, on behalf of himself and the settlement class members, to settle the Karapetyan case (the “Karapetyan Settlement Agreement”) on a class-wide basis for $5.0 million . This settlement is contingent upon the final approval by the United States District Court for the Central District of California and the final approval by the Superior Court of the Augustus Settlement Agreement. The Consolidated Cases of Bucio and Martinez v. ABM Janitorial Services filed on April 7, 2006, in the Superior Court of California, County of San Francisco (the “Bucio case”) The Bucio case is a purported class action involving allegations that we failed to track work time and provide breaks. On April 19, 2011 , the trial court held a hearing on plaintiffs’ motion to certify the class. At the conclusion of that hearing, the trial court denied plaintiffs’ motion to certify the class. On May 11, 2011 , the plaintiffs filed a motion to reconsider, which was denied. The plaintiffs have appealed the class certification issues. The trial court stayed the underlying lawsuit pending the decision in the appeal. On August 30, 2012 , the plaintiffs filed their appellate brief on the class certification issues. We filed our responsive brief on November 15, 2012 . On January 18, 2017, the appeals court invited the parties to file supplemental letter briefs. ABM and plaintiffs each filed their respective supplemental letter briefs with the court on February 8, 2017. Oral argument relating to the appeal has not been scheduled. Hussein and Hirsi v. Air Serv Corporation filed on January 20, 2016, pending in the United States District Court for the Western District of Washington at Seattle (the “Hussein case”) The Hussein case is a certified class action involving a class of certain hourly Air Serv employees at Seattle-Tacoma International Airport in SeaTac, Washington. The plaintiffs allege that Air Serv violated a minimum wage requirement in an ordinance applicable to certain employers in the local city of SeaTac (“the Ordinance”). Plaintiffs seek retroactive wages, double damages, interest, and attorneys’ fees. This matter was removed to federal court. In a separate lawsuit brought by Filo Foods, LLC, Alaska Airlines, and several other employers at SeaTac airport, the King County Superior Court issued a decision that invalidated the Ordinance as it applied to workers at SeaTac airport. Subsequently, the Washington Supreme Court reversed the Superior Court’s decision. There are disputes in federal court concerning the legality of the Ordinance, its applicability to employers at SeaTac airport, and whether the plaintiffs are entitled to retroactive wages, double damages, interest, and attorneys’ fees. On February 7, 2017, a new lawsuit styled Abdirizak Isse et al. v. Air Serv Corporation (the “ Isse case”), pending in the Superior Court of Washington for King County, was filed against Air Serv on behalf of sixty individual plaintiffs (who would otherwise be members of the Hussein class) who allege failure to comply with both the minimum wage provision and the sick and safe time provision of the Ordinance. The plaintiffs seek retroactive wages and sick benefits, double damages for wages and sick benefits, interest, and attorneys’ fees. The Isse case has since been expanded to ninety-two individual plaintiffs. In the event of a judgment against us in the Hussein case or the Isse case, we intend to seek reimbursement from our clients. |
Common Stock
Common Stock | 6 Months Ended |
Apr. 30, 2017 | |
Equity [Abstract] | |
Common Stock | COMMON STOCK On September 2, 2015, our Board of Directors authorized a program to repurchase up to $200.0 million shares of our common stock. Purchases may take place on the open market or otherwise, and all or part of the repurchases may be made pursuant to Rule 10b5-1 plans or in privately negotiated transactions. The timing of repurchases is at our discretion and will depend upon several factors, including market and business conditions, future cash flows, share price, and share availability. Repurchased shares are retired and returned to an authorized but unissued status. The repurchase program may be suspended or discontinued at any time without prior notice. At April 30, 2017 , authorization for $134.1 million of repurchases remained under our share repurchase program. Repurchase Activity Six Months Ended April 30, (in millions, except per share amounts) 2017 2016 Total number of shares purchased 0.2 0.7 Average price paid per share $ 40.07 $ 29.82 Total cash paid for share repurchases $ 7.9 $ 21.5 |
Income Taxes
Income Taxes | 6 Months Ended |
Apr. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Our quarterly provision for income taxes is calculated using an estimated annual effective income tax rate, which is adjusted for discrete items that occur during the reporting period. Three Months Ended April 30, Six Months Ended April 30, 2017 2016 2017 2016 Effective tax rate on income from continuing operations 35.3 % 34.2 % 32.7 % 13.6 % The effective tax rate for the six months ended April 30, 2017 was favorably impacted by $2.1 million of excess tax benefits related to the vesting of share-based compensation awards and the 2017 Work Opportunity Tax Credits (“WOTC”) for new hires. The effective tax rate for the six months ended April 30, 2016 was favorably impacted by $4.8 million of WOTC from the retroactive reinstatement of the WOTC for calendar year 2015 and the impact of the 2016 WOTC for new hires. |
Segment Information
Segment Information | 6 Months Ended |
Apr. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION Effective November 1, 2016, we reorganized our reportable segments to reflect how we now manage our business by industry group. We have aggregated various operating segments into reportable segments based upon similar economic characteristics, services, processes, and customers. Our new reportable segments consist of Business & Industry (“B&I”), Aviation, Emerging Industries Group, Technical Solutions, and Government Services, as further described below. REPORTABLE SEGMENTS AND DESCRIPTIONS B&I B&I represents our largest reportable segment. It encompasses janitorial, facilities engineering, and parking services to commercial real estate industries, sports and entertainment venues, and industrial and manufacturing sites. Aviation Aviation includes services supporting airlines and airports. A wide array of services that support the needs of our clients are included in this segment, ranging from parking and janitorial to passenger assistance, catering, air cabin maintenance, and transportation. Aviation also includes one of our investments in an unconsolidated affiliate that was previously part of our government business under our legacy Building & Energy Solutions segment. Emerging Industries Group Our Emerging Industries Group encompasses janitorial, facilities engineering, and parking services for the Education, Healthcare, and High Tech industries, which have been combined into one reportable segment. Technical Solutions Technical Solutions provides specialized mechanical and electrical services. These services can also be leveraged for cross-selling within B&I, Aviation, and the Emerging Industries Group, both domestically and internationally. Government Services Our held-for-sale Government Services business provides specialty solutions in support of U.S. government entities, such as: construction management; healthcare support; leadership development; military base operations; and other mission support services. Financial Information by Reportable Segment Three Months Ended April 30, Six Months Ended April 30, (in millions) 2017 2016 2017 2016 Revenues Business & Industry $ 732.6 $ 730.4 $ 1,487.6 $ 1,474.0 Aviation 232.2 203.0 464.2 406.8 Emerging Industries Group 192.0 195.0 392.6 394.1 Technical Solutions 110.8 100.9 218.5 194.4 Government Services 42.9 27.7 74.3 56.2 $ 1,310.5 $ 1,257.1 $ 2,637.2 $ 2,525.5 Operating profit (loss) Business & Industry $ 41.0 $ 32.6 $ 73.4 $ 61.0 Aviation 7.6 5.5 13.0 9.4 Emerging Industries Group 12.0 12.9 24.4 27.8 Technical Solutions 10.6 4.3 18.8 8.3 Government Services 18.2 (1.5 ) 20.0 (1.3 ) Corporate (36.4 ) (40.3 ) (71.0 ) (75.5 ) Adjustment for income from unconsolidated affiliates, net, included in Aviation and Government Services (1.1 ) (0.8 ) (2.4 ) (3.3 ) Adjustment for tax deductions for energy efficient government buildings, included in Technical Solutions (0.8 ) (0.9 ) (1.4 ) (1.1 ) 51.0 11.8 74.8 25.4 Income from unconsolidated affiliates, net 0.9 0.9 2.3 3.3 Interest expense (3.0 ) (2.4 ) (6.3 ) (5.1 ) Income from continuing operations before income taxes $ 48.9 $ 10.3 $ 70.9 $ 23.6 The accounting policies for our segments are the same as those disclosed within our significant accounting policies in Note 2 , “Basis of Presentation and Significant Accounting Policies.” Our management evaluates the performance of each reportable segment based on its respective operating profit results, which include the allocation of certain centrally incurred costs. Corporate expenses not allocated to segments include certain CEO and other finance and human resource departmental expenses, certain information technology costs, share-based compensation, certain legal costs and settlements, restructuring and related costs, certain adjustments resulting from actuarial developments of self-insurance reserves, and direct acquisition costs. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Apr. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS On May 31, 2017, we completed the sale of the Government Services business for $35.5 million , subject to certain post-closing adjustments. |
Basis of Presentation and Sig22
Basis of Presentation and Significant Accounting Policies (Policies) | 6 Months Ended |
Apr. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated financial statements have been prepared in accordance with (i) United States generally accepted accounting principles (“U.S. GAAP”) for interim financial information and (ii) the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of our management, our unaudited consolidated financial statements and accompanying notes (the “Financial Statements”) include all normal recurring adjustments that are necessary for the fair statement of the interim periods presented. Interim results of operations are not necessarily indicative of results for the full year. The Financial Statements should be read in conjunction with our audited consolidated financial statements (and notes thereto) in our Annual Report on Form 10-K for the fiscal year ended October 31, 2016 . Unless otherwise noted, all references to years are to our fiscal year, which ends on October 31 . |
Prior Year Reclassifications | Prior Year Reclassifications Effective November 1, 2016, we reorganized our reportable segments to reflect how we now manage our business by industry group. We have revised our prior period segment information to reflect this reorganization, including a related reclassification of certain Corporate expenses. See Note 15 , “Segment Information,” for further information. Concurrent with the reorganization, we recategorized certain expenses that were historically included in operating expenses to selling, general and administrative expenses. To conform to the new categorization, we reclassified operating expenses of $4.9 million and $9.8 million for the three- and six-month periods ended April 30, 2016 , respectively, to selling, general and administrative expenses. As discussed in Note 4 , “Held for Sale,” we reclassified certain prior year amounts in the accompanying unaudited consolidated balance sheets from held-for-sale to held-and-used. In addition, certain amounts in the statements of cash flows have been reclassified to conform with the current year presentation. |
Assets and Liabilities Held for Sale | Assets and Liabilities Held for Sale During the fourth quarter of 2016, we made the decision to divest our Government Services business. The assets and liabilities of this business have been classified as held for sale at April 30, 2017 and October 31, 2016 . Subsequent to the second quarter, we completed the sale of this business. See Note 4 , “Held for Sale,” for further information. |
Management Reimbursement Revenue by Segment | Management Reimbursement Revenue by Segment We operate certain parking facilities under managed location arrangements. Under these arrangements, we manage the parking facility for a management fee and pass through the revenue and expenses associated with the facility to the owner. These revenues and expenses are reported in equal amounts for costs reimbursed from our managed locations |
Basis of Presentation and Sig23
Basis of Presentation and Significant Accounting Policies (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Accounting Policies [Abstract] | |
Schedule of Management Reimbursement Revenue by Segment | These revenues and expenses are reported in equal amounts for costs reimbursed from our managed locations: Three Months Ended April 30, Six Months Ended April 30, (in millions) 2017 2016 2017 2016 Business & Industry $ 58.1 $ 57.2 $ 115.9 $ 113.7 Aviation 16.2 21.1 32.7 40.8 Emerging Industries Group 4.8 4.2 9.3 8.1 Total $ 79.1 $ 82.5 $ 158.0 $ 162.6 |
Restructuring and Related Cos24
Restructuring and Related Costs (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring and Related Liabilities | Rollforward of Restructuring and Related Liabilities (in millions) External Support Fees Employee Severance Other Project Fees Lease Exit Total Balance, October 31, 2016 $ 1.2 $ 3.8 $ 0.5 $ 2.5 $ 8.0 Costs recognized 4.6 1.0 3.7 1.5 10.8 Payments (4.8 ) (2.4 ) (3.8 ) (1.5 ) (12.5 ) Balance, April 30, 2017 $ 1.0 $ 2.4 $ 0.4 $ 2.5 $ 6.3 |
Held For Sale (Tables)
Held For Sale (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Major Classes of Assets and Liabilities Held for Sale | Major Classes of Assets and Liabilities Held for Sale at Estimated Fair Value (in millions) April 30, 2017 October 31, 2016 Trade accounts receivable, net $ 25.9 $ 23.8 Investments in unconsolidated affiliates 12.0 7.7 Goodwill 6.0 — Other intangible assets, net 4.4 — Other assets 2.8 4.5 Assets held for sale 51.1 36.1 Trade accounts payable 11.8 11.8 Other liabilities 5.5 4.8 Liabilities held for sale $ 17.3 $ 16.8 |
Net Income (Loss) Per Common 26
Net Income (Loss) Per Common Share (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Earnings Per Share [Abstract] | |
Calculations of Basic and Diluted Net Income (Loss) Per Common Share | Basic and Diluted Net Income (Loss) Per Common Share Calculations Three Months Ended April 30, Six Months Ended April 30, (in millions, except per share amounts) 2017 2016 2017 2016 Income from continuing operations $ 31.6 $ 6.8 $ 47.7 $ 20.4 Net loss from discontinued operations (0.4 ) (2.4 ) (73.2 ) (2.0 ) Net income (loss) $ 31.3 $ 4.4 $ (25.5 ) $ 18.4 Weighted-average common and common equivalent shares outstanding — Basic 56.0 56.4 56.0 56.5 Effect of dilutive securities Restricted stock units 0.3 0.2 0.3 0.2 Stock options 0.2 0.2 0.2 0.2 Performance shares — 0.1 0.1 0.1 Weighted-average common and common equivalent shares outstanding — Diluted 56.5 56.9 56.6 57.0 Net income (loss) per common share — Basic Income from continuing operations $ 0.56 $ 0.12 $ 0.85 $ 0.36 Loss from discontinued operations (0.01 ) (0.04 ) (1.31 ) (0.04 ) Net income (loss) $ 0.56 $ 0.08 $ (0.46 ) $ 0.32 Net income (loss) per common share — Diluted Income from continuing operations $ 0.56 $ 0.12 $ 0.84 $ 0.36 Loss from discontinued operations (0.01 ) (0.04 ) (1.29 ) (0.04 ) Net income (loss) $ 0.55 $ 0.08 $ (0.45 ) $ 0.32 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Anti-Dilutive Outstanding Stock Awards Issued Under Share-Based Compensation Plans Three Months Ended April 30, Six Months Ended April 30, (in millions) 2017 2016 2017 2016 Anti-dilutive — — — 0.2 |
Fair Value of Financial Instr27
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (in millions) Fair Value Hierarchy April 30, 2017 October 31, 2016 Assets held in funded deferred compensation plan (1) 1 $ 5.0 $ 4.9 Investments in auction rate securities (2) 3 8.0 8.0 Interest rate swaps (3) 2 2.8 0.2 Cash and cash equivalents (4) 1 55.7 53.5 Insurance deposits (5) 1 11.2 11.2 Contingent consideration liability (6) 3 0.9 3.8 Line of credit (7) 2 277.9 268.3 (1) Represents investments held in a Rabbi trust associated with one of our deferred compensation plans, which we include in “Other noncurrent assets” on the accompanying unaudited consolidated balance sheets. The fair value of the assets held in the funded deferred compensation plan is based on quoted market prices. (2) For investments in auction rate securities, the fair value was based on discounted cash flow valuation models, primarily utilizing unobservable inputs, including assumptions about the underlying collateral, credit risks associated with the issuer, credit enhancements associated with financial insurance guarantees, and the possibility of the security being re-financed by the issuer or having a successful auction. These amounts are included in “Other investments” on the accompanying unaudited consolidated balance sheets. See Note 9 , “Auction Rate Securities,” for further information. (3) Represents interest rate swap derivatives designated as cash flow hedges. The fair values of the interest rate swaps are estimated based on the present value of the difference between expected cash flows calculated at the contracted interest rates and the expected cash flows at current market interest rates using observable benchmarks for LIBOR forward rates at the end of the period. These interest rate swaps are included in “Other noncurrent assets” on the accompanying unaudited consolidated balance sheets. See Note 11 , “Line of Credit,” for further information. (4) Cash and cash equivalents are stated at nominal value, which equals fair value. (5) Represents restricted insurance deposits that are used to collateralize our insurance obligations and are stated at nominal value, which equals fair value. These insurance deposits are included in “Other noncurrent assets” on the accompanying unaudited consolidated balance sheets. See Note 10 , “Insurance,” for further information. (6) Certain of our acquisitions involve the payment of contingent consideration. The fair value of these liabilities is based on the expected achievement of certain pre-established revenue goals. At October 31, 2016, we had one contingent consideration liability included in “Other accrued liabilities” on the accompanying unaudited consolidated balance sheets. During the three months ended April 30, 2017, the income-related target for that acquisition was achieved, resulting in the payment of $3.8 million to the seller. In connection with the MSI acquisition, we recorded one new contingent consideration liability during 2017, which is included in “Other noncurrent liabilities” on the accompanying unaudited consolidated balance sheets. (7) Represents outstanding borrowings under our syndicated line of credit. Due to variable interest rates, the carrying value of outstanding borrowings under our line of credit approximates the fair value. See Note 11 , “Line of Credit,” for further information. |
Auction Rate Securities (Tables
Auction Rate Securities (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Investments, Debt and Equity Securities [Abstract] | |
Significant Assumptions Used to Determine Fair Value of Auction Rate Securities | Significant Assumptions Used to Determine the Fair Values of Our Auction Rate Securities Assumption April 30, 2017 October 31, 2016 Discount rates L + 0.38% and L + 1.00% L + 0.46% and L + 1.30% Yields 2.15%, L + 2.00% 2.15%, L + 2.00% Average expected lives 4 – 10 years 4 – 10 years L – One Month LIBOR |
Insurance (Tables)
Insurance (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Insurance [Abstract] | |
Schedule of Insurance Related Balances and Activity | Insurance Related Balances and Activity (in millions) April 30, 2017 October 31, 2016 Insurance claim reserves excluding medical and dental $ 432.7 $ 417.9 Medical and dental claim reserves 6.8 5.9 Insurance recoverables 69.8 69.7 |
Schedule of Instruments Used to Collateralize Insurance Obligations | Instruments Used to Collateralize Our Insurance Obligations (in millions) April 30, 2017 October 31, 2016 Standby letters of credit $ 120.1 $ 118.3 Surety bonds 59.5 57.2 Restricted insurance deposits 11.2 11.2 Total $ 190.8 $ 186.7 |
Line of Credit (Tables)
Line of Credit (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Line of Credit Facilities | Facility Information (in millions) April 30, 2017 October 31, 2016 Cash borrowings $ 277.9 $ 268.3 Standby letters of credit 128.9 130.9 Borrowing capacity (1) 393.2 400.8 (1) At April 30, 2017 , current covenant restrictions limit our borrowing capacity to $262.1 million . However, the leverage ratio could increase for up to four fiscal quarters if we complete a material acquisition, as defined in the Credit Agreement. |
Common Stock (Tables)
Common Stock (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Equity [Abstract] | |
Schedule of Repurchase Activity | Repurchase Activity Six Months Ended April 30, (in millions, except per share amounts) 2017 2016 Total number of shares purchased 0.2 0.7 Average price paid per share $ 40.07 $ 29.82 Total cash paid for share repurchases $ 7.9 $ 21.5 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Schedule of Estimated Annual Effective Income Tax Rate | Our quarterly provision for income taxes is calculated using an estimated annual effective income tax rate, which is adjusted for discrete items that occur during the reporting period. Three Months Ended April 30, Six Months Ended April 30, 2017 2016 2017 2016 Effective tax rate on income from continuing operations 35.3 % 34.2 % 32.7 % 13.6 % |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Apr. 30, 2017 | |
Segment Reporting [Abstract] | |
Reconciliation of Revenues and Operating Profit (Loss) from Segments to Consolidated | Financial Information by Reportable Segment Three Months Ended April 30, Six Months Ended April 30, (in millions) 2017 2016 2017 2016 Revenues Business & Industry $ 732.6 $ 730.4 $ 1,487.6 $ 1,474.0 Aviation 232.2 203.0 464.2 406.8 Emerging Industries Group 192.0 195.0 392.6 394.1 Technical Solutions 110.8 100.9 218.5 194.4 Government Services 42.9 27.7 74.3 56.2 $ 1,310.5 $ 1,257.1 $ 2,637.2 $ 2,525.5 Operating profit (loss) Business & Industry $ 41.0 $ 32.6 $ 73.4 $ 61.0 Aviation 7.6 5.5 13.0 9.4 Emerging Industries Group 12.0 12.9 24.4 27.8 Technical Solutions 10.6 4.3 18.8 8.3 Government Services 18.2 (1.5 ) 20.0 (1.3 ) Corporate (36.4 ) (40.3 ) (71.0 ) (75.5 ) Adjustment for income from unconsolidated affiliates, net, included in Aviation and Government Services (1.1 ) (0.8 ) (2.4 ) (3.3 ) Adjustment for tax deductions for energy efficient government buildings, included in Technical Solutions (0.8 ) (0.9 ) (1.4 ) (1.1 ) 51.0 11.8 74.8 25.4 Income from unconsolidated affiliates, net 0.9 0.9 2.3 3.3 Interest expense (3.0 ) (2.4 ) (6.3 ) (5.1 ) Income from continuing operations before income taxes $ 48.9 $ 10.3 $ 70.9 $ 23.6 |
The Company and Nature of Ope34
The Company and Nature of Operations - Narrative (Details) | 6 Months Ended |
Apr. 30, 2017segmentindustry_group | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of industry groups | industry_group | 5 |
Number of technical solution segments | segment | 1 |
Basis of Presentation and Sig35
Basis of Presentation and Significant Accounting Policies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2017 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Operating expenses | $ 1,164.6 | $ 1,127.5 | $ 2,359.7 | $ 2,268.9 |
Selling, general and administrative expenses | $ 100.7 | 102.4 | $ 198 | 202.2 |
Reclassification adjustment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Operating expenses | (4.9) | (9.8) | ||
Selling, general and administrative expenses | $ 4.9 | $ 9.8 |
Basis of Presentation and Sig36
Basis of Presentation and Significant Accounting Policies - Management Reimbursement Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2017 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | |
Segment Reporting Information | ||||
Parking facility management fee revenue | $ 79.1 | $ 82.5 | $ 158 | $ 162.6 |
Business & Industry | Operating Segments | ||||
Segment Reporting Information | ||||
Parking facility management fee revenue | 58.1 | 57.2 | 115.9 | 113.7 |
Aviation | Operating Segments | ||||
Segment Reporting Information | ||||
Parking facility management fee revenue | 16.2 | 21.1 | 32.7 | 40.8 |
Emerging Industries Group | Operating Segments | ||||
Segment Reporting Information | ||||
Parking facility management fee revenue | $ 4.8 | $ 4.2 | $ 9.3 | $ 8.1 |
Restructuring and Related Cos37
Restructuring and Related Costs - Reconciliation Restructuring (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2017 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | |
Restructuring Cost and Reserve [Line Items] | ||||
Cumulative charges | $ 52.5 | $ 52.5 | ||
Restructuring Reserve [Roll Forward] | ||||
Balance, at beginning of period | 8 | |||
Restructuring and related expenses | 5.8 | $ 8.8 | 10.8 | $ 16 |
Payments | (12.5) | |||
Balance, at end of period | 6.3 | 6.3 | ||
External Support Fees | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cumulative charges | 20.5 | 20.5 | ||
Restructuring Reserve [Roll Forward] | ||||
Balance, at beginning of period | 1.2 | |||
Restructuring and related expenses | 4.6 | |||
Payments | (4.8) | |||
Balance, at end of period | 1 | 1 | ||
Employee Severance | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cumulative charges | 14.3 | 14.3 | ||
Restructuring Reserve [Roll Forward] | ||||
Balance, at beginning of period | 3.8 | |||
Restructuring and related expenses | 1 | |||
Payments | (2.4) | |||
Balance, at end of period | 2.4 | 2.4 | ||
Other Project Fees | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cumulative charges | 8.4 | 8.4 | ||
Restructuring Reserve [Roll Forward] | ||||
Balance, at beginning of period | 0.5 | |||
Restructuring and related expenses | 3.7 | |||
Payments | (3.8) | |||
Balance, at end of period | 0.4 | 0.4 | ||
Lease Exit | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cumulative charges | 4.7 | 4.7 | ||
Restructuring Reserve [Roll Forward] | ||||
Balance, at beginning of period | 2.5 | |||
Restructuring and related expenses | 1.5 | |||
Payments | (1.5) | |||
Balance, at end of period | 2.5 | 2.5 | ||
Asset Impairment | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Cumulative charges | $ 4.7 | $ 4.7 |
Held For Sale - Narrative (Deta
Held For Sale - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Apr. 30, 2017 | Oct. 31, 2016 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | May 31, 2017 | |
Additional Disclosures by Disposal Groups | ||||||
Impairment recovery | $ 17.4 | $ 0 | $ 17.4 | $ 0 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations | Government Services | ||||||
Additional Disclosures by Disposal Groups | ||||||
Write-down of goodwill and long-lived assets | $ 22.5 | |||||
Offer from strategic buyer for sale of business | 35 | |||||
Impairment recovery | 17.4 | |||||
Trade accounts receivable, net | 25.9 | 23.8 | 25.9 | |||
Trade accounts payable | $ 11.8 | 11.8 | $ 11.8 | |||
Disposal Group, Held-for-sale, Not Discontinued Operations | Government Services | Reclassification adjustment | ||||||
Additional Disclosures by Disposal Groups | ||||||
Trade accounts receivable, net | (8.1) | |||||
Trade accounts payable | $ (2.6) | |||||
Disposal Group, Held-for-sale, Not Discontinued Operations | Government Services | Subsequent Event | ||||||
Additional Disclosures by Disposal Groups | ||||||
Sale of Government Services business, consideration | $ 35.5 |
Held For Sale - Major Classes o
Held For Sale - Major Classes of Assets and Liabilities (Details) - USD ($) $ in Millions | Apr. 30, 2017 | Oct. 31, 2016 |
Major Classes of Assets and Liabilities Held For Sale at Estimated Fair Value | ||
Assets held for sale | $ 51.1 | $ 36.1 |
Liabilities held for sale | 17.3 | 16.8 |
Disposal Group, Held-for-sale, Not Discontinued Operations | Government Services | ||
Major Classes of Assets and Liabilities Held For Sale at Estimated Fair Value | ||
Trade accounts receivable, net | 25.9 | 23.8 |
Investments in unconsolidated affiliates | 12 | 7.7 |
Goodwill | 6 | 0 |
Other intangible assets, net | 4.4 | 0 |
Other assets | 2.8 | 4.5 |
Assets held for sale | 51.1 | 36.1 |
Trade accounts payable | 11.8 | 11.8 |
Other liabilities | 5.5 | 4.8 |
Liabilities held for sale | $ 17.3 | $ 16.8 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2017 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | ||||
Net loss from discontinued operations | $ 0.4 | $ 2.4 | $ 73.2 | $ 2 |
Loss from discontinued operations pretax | $ 123.7 |
Acquisitions (Details)
Acquisitions (Details) - USD ($) $ in Millions | Dec. 01, 2016 | Sep. 30, 2016 | Dec. 01, 2015 | Apr. 30, 2017 | Oct. 31, 2016 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 924.8 | $ 912.8 | |||
Mechanical Solutions Inc | |||||
Business Acquisition [Line Items] | |||||
Purchase price | $ 12.6 | ||||
Contingent consideration liability | 1 | ||||
OFJ Connections Ltd | |||||
Business Acquisition [Line Items] | |||||
Purchase price | $ 6.3 | ||||
8 Solutions Ltd | |||||
Business Acquisition [Line Items] | |||||
Purchase price | $ 16.1 | ||||
Westway Services Holdings | |||||
Business Acquisition [Line Items] | |||||
Purchase price | $ 81 | ||||
Goodwill | 53.8 | ||||
Intangible assets, other than goodwill | $ 22.5 |
Net Income (Loss) Per Common 42
Net Income (Loss) Per Common Share - Calculations of Basic and Diluted Net Income (Loss) Per Common Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2017 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | |
Schedule of Earnings Per Share, Basic and Diluted, by Common Class | ||||
Income from continuing operations | $ 31.6 | $ 6.8 | $ 47.7 | $ 20.4 |
Net loss from discontinued operations | (0.4) | (2.4) | (73.2) | (2) |
Net income (loss) | $ 31.3 | $ 4.4 | $ (25.5) | $ 18.4 |
Weighted-average common and common equivalent shares outstanding - Basic (in shares) | 56 | 56.4 | 56 | 56.5 |
Effect of dilutive securities | ||||
Weighted-average common and common equivalent shares outstanding - Diluted (in shares) | 56.5 | 56.9 | 56.6 | 57 |
Net income (loss) per common share — Basic | ||||
Income from continuing operations (in usd per share) | $ 0.56 | $ 0.12 | $ 0.85 | $ 0.36 |
Loss from discontinued operations (in usd per share) | (0.01) | (0.04) | (1.31) | (0.04) |
Net income (loss) (in usd per share) | 0.56 | 0.08 | (0.46) | 0.32 |
Net income (loss) per common share — Diluted | ||||
Income from continuing operations (in usd per share) | 0.56 | 0.12 | 0.84 | 0.36 |
Loss from discontinued operations (in usd per share) | (0.01) | (0.04) | (1.29) | (0.04) |
Net income (loss) (in usd per share) | $ 0.55 | $ 0.08 | $ (0.45) | $ 0.32 |
Restricted stock units | ||||
Effect of dilutive securities | ||||
Effect of dilutive securities (in shares) | 0.3 | 0.2 | 0.3 | 0.2 |
Stock options | ||||
Effect of dilutive securities | ||||
Effect of dilutive securities (in shares) | 0.2 | 0.2 | 0.2 | 0.2 |
Performance shares | ||||
Effect of dilutive securities | ||||
Effect of dilutive securities (in shares) | 0 | 0.1 | 0.1 | 0.1 |
Net Income (Loss) Per Common 43
Net Income (Loss) Per Common Share - Antidilutive Outstanding Stock Awards Issued Under Share-Based Compensation Plans (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2017 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Anti-dilutive (in shares) | 0 | 0 | 0 | 0.2 |
Fair Value of Financial Instr44
Fair Value of Financial Instruments - Schedule of Fair Value of Financial Instruments (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Apr. 30, 2017USD ($) | Apr. 30, 2017USD ($)contingent_consideration_liability | Apr. 30, 2016USD ($) | Oct. 31, 2016USD ($)contingent_consideration_liability | ||
Financial Instruments | |||||
Number of contingent consideration liabilities | contingent_consideration_liability | 1 | ||||
Payment for contingent consideration | $ 3.8 | $ 3.8 | $ 0 | ||
Number of contingent consideration liabilities recorded during period | contingent_consideration_liability | 1 | ||||
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | |||||
Financial Instruments | |||||
Cash and cash equivalents | [1] | 55.7 | $ 55.7 | $ 53.5 | |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 1 | Other Noncurrent Assets | |||||
Financial Instruments | |||||
Assets held in funded deferred compensation plan | [2] | 5 | 5 | 4.9 | |
Insurance deposits | [3] | 11.2 | 11.2 | 11.2 | |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | |||||
Financial Instruments | |||||
Line of credit | [4] | 277.9 | 277.9 | 268.3 | |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 2 | Other Noncurrent Assets | |||||
Financial Instruments | |||||
Interest rate swaps | [5] | 2.8 | 2.8 | 0.2 | |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 3 | Other Investments | |||||
Financial Instruments | |||||
Investments in auction rate securities | [6] | 8 | 8 | 8 | |
Fair Value, Measurements, Recurring | Fair Value, Inputs, Level 3 | Other Noncurrent Liabilities | |||||
Financial Instruments | |||||
Contingent consideration liability | [7] | $ 0.9 | $ 0.9 | $ 3.8 | |
[1] | Cash and cash equivalents are stated at nominal value, which equals fair value. | ||||
[2] | Represents investments held in a Rabbi trust associated with one of our deferred compensation plans, which we include in “Other noncurrent assets” on the accompanying unaudited consolidated balance sheets. The fair value of the assets held in the funded deferred compensation plan is based on quoted market prices. | ||||
[3] | Represents restricted insurance deposits that are used to collateralize our insurance obligations and are stated at nominal value, which equals fair value. These insurance deposits are included in “Other noncurrent assets” on the accompanying unaudited consolidated balance sheets. See Note 10, “Insurance,” for further information. | ||||
[4] | Represents outstanding borrowings under our syndicated line of credit. Due to variable interest rates, the carrying value of outstanding borrowings under our line of credit approximates the fair value. See Note 11, “Line of Credit,” for further information. | ||||
[5] | Represents interest rate swap derivatives designated as cash flow hedges. The fair values of the interest rate swaps are estimated based on the present value of the difference between expected cash flows calculated at the contracted interest rates and the expected cash flows at current market interest rates using observable benchmarks for LIBOR forward rates at the end of the period. These interest rate swaps are included in “Other noncurrent assets” on the accompanying unaudited consolidated balance sheets. See Note 11, “Line of Credit,” for further information. | ||||
[6] | For investments in auction rate securities, the fair value was based on discounted cash flow valuation models, primarily utilizing unobservable inputs, including assumptions about the underlying collateral, credit risks associated with the issuer, credit enhancements associated with financial insurance guarantees, and the possibility of the security being re-financed by the issuer or having a successful auction. These amounts are included in “Other investments” on the accompanying unaudited consolidated balance sheets. See Note 9, “Auction Rate Securities,” for further information. | ||||
[7] | Certain of our acquisitions involve the payment of contingent consideration. The fair value of these liabilities is based on the expected achievement of certain pre-established revenue goals. At October 31, 2016, we had one contingent consideration liability included in “Other accrued liabilities” on the accompanying unaudited consolidated balance sheets. During the three months ended April 30, 2017, the income-related target for that acquisition was achieved, resulting in the payment of $3.8 million to the seller. In connection with the MSI acquisition, we recorded one new contingent consideration liability during 2017, which is included in “Other noncurrent liabilities” on the accompanying unaudited consolidated balance sheets. |
Fair Value of Financial Instr45
Fair Value of Financial Instruments - Non-Financial Assets Measured at Fair Value on Non-Recurring Basis (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2017 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Impairment recovery | $ 17.4 | $ 0 | $ 17.4 | $ 0 |
Fair Value, Measurements, Nonrecurring | Fair Value, Inputs, Level 3 | Disposal Group, Held-for-sale, Not Discontinued Operations | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Impairment recovery | $ 17.4 |
Auction Rate Securities - Addit
Auction Rate Securities - Additional Information (Details) | 6 Months Ended | 12 Months Ended |
Apr. 30, 2017USD ($)institution | Oct. 31, 2016USD ($)institution | |
Schedule of Available-for-sale Securities | ||
Number of financial institution | institution | 2 | 2 |
Interest rate reset interval | 30 days | |
Auction Rate Securities | ||
Schedule of Available-for-sale Securities | ||
Investment in auction rate securities, original principal amount | $ 10,000,000 | $ 10,000,000 |
Investment in auction rate securities, amortized cost basis | 8,000,000 | 8,000,000 |
Investment in auction rate securities, fair value | 8,000,000 | 8,000,000 |
Unrealized holding gain (loss) on securities | 0 | 0 |
Auction Rate Securities | Retained Earnings | ||
Schedule of Available-for-sale Securities | ||
Total amount of other-than-temporary impairment (OTTI) credit loss recognized | $ 2,000,000 | $ 2,000,000 |
Auction Rate Securities - Signi
Auction Rate Securities - Significant Assumptions Used to Determine Fair Value of Auction Rate Securities (Details) | 6 Months Ended | 12 Months Ended |
Apr. 30, 2017 | Oct. 31, 2016 | |
Schedule of Available-for-sale Securities | ||
Libor plus stated yield | 2.00% | 2.00% |
Yields | 2.15% | 2.15% |
Minimum | ||
Schedule of Available-for-sale Securities | ||
Discount rates | 0.38% | 0.46% |
Average expected lives | 4 years | 4 years |
Maximum | ||
Schedule of Available-for-sale Securities | ||
Discount rates | 1.00% | 1.30% |
Average expected lives | 10 years | 10 years |
Insurance - Additional Informat
Insurance - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |
Apr. 30, 2017 | Jan. 31, 2017 | Apr. 30, 2017 | |
Schedule of Other Liabilities | |||
Self insurance retention amount per-claim | $ 1,000,000 | $ 1,000,000 | |
Insurance policy coverage, general and automobile liability losses | 200,000,000 | 200,000,000 | |
Insurance policy coverage, property damage | 75,000,000 | 75,000,000 | |
Change in insurance claims | 5,000,000 | $ 5,000,000 | 10,000,000 |
Minimum | |||
Schedule of Other Liabilities | |||
Primary policy limit | 1,000,000 | 1,000,000 | |
Maximum | |||
Schedule of Other Liabilities | |||
Primary policy limit | 5,000,000 | 5,000,000 | |
Self insurance retention amount per-claim, medical plan | $ 400,000 | $ 400,000 |
Insurance - Insurance Related B
Insurance - Insurance Related Balances and Activity (Details) - USD ($) $ in Millions | Apr. 30, 2017 | Oct. 31, 2016 |
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Insurance recoverables | $ 69.8 | $ 69.7 |
Claim Types Excluding Medical and Dental | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Insurance claim reserves | 432.7 | 417.9 |
Medical and Dental Self Insurance Program [Member] | ||
Liability for Claims and Claims Adjustment Expense [Line Items] | ||
Insurance claim reserves | $ 6.8 | $ 5.9 |
Insurance - Instruments Used to
Insurance - Instruments Used to Collateralize Insurance Obligations (Details) - USD ($) $ in Millions | Apr. 30, 2017 | Oct. 31, 2016 |
Letters Of Credit | ||
Total instruments used to collateralize insurance obligations | $ 190.8 | $ 186.7 |
Standby letters of credit | ||
Letters Of Credit | ||
Instruments used to collateralize insurance obligations | 120.1 | 118.3 |
Surety bonds | ||
Letters Of Credit | ||
Instruments used to collateralize insurance obligations | 59.5 | 57.2 |
Restricted insurance deposits | ||
Letters Of Credit | ||
Instruments used to collateralize insurance obligations | $ 11.2 | $ 11.2 |
Line of Credit - Additional Inf
Line of Credit - Additional Information (Details) | 6 Months Ended | |
Apr. 30, 2017USD ($) | Oct. 31, 2016USD ($)instrument | |
Line of Credit Facility | ||
Syndicated line of credit, current capacity | $ 800,000,000 | |
Syndicated line of credit, maximum borrowing capacity | $ 1,000,000,000 | |
Debt covenant leverage ratio | 3.25 | |
Minimum fixed charge coverage ratio | 1.50 | |
Consolidated net worth requirement | $ 570,000,000 | |
Consolidated net income earned requirement | 50.00% | |
Aggregate increases in stockholders' equity requirement | 100.00% | |
Optional debt covenant leverage ratio in event of material acquisition | 3.50 | |
Accumulated other comprehensive income (loss), cumulative changes in net gain (loss) from cash flow hedges, effect net of tax | $ 1,600,000 | $ 200,000 |
Interest rate cash flow hedge gain (loss) to be reclassified during next 12 months, net | $ 700,000 | |
Interest Rate Swap | ||
Line of Credit Facility | ||
Number of instruments held | instrument | 3 | |
Notional amount | $ 105,000,000 | |
Derivative, fixed interest rate | 1.05% | |
Minimum | ||
Line of Credit Facility | ||
Percentage of commitment fee on the unused portion of the Facility | 0.20% | |
Maximum | ||
Line of Credit Facility | ||
Percentage of commitment fee on the unused portion of the Facility | 0.275% | |
Federal Funds Rate | ||
Line of Credit Facility | ||
Variable rate | 0.50% | |
Base Rate | Minimum | ||
Line of Credit Facility | ||
Variable rate | 0.00% | |
Base Rate | Maximum | ||
Line of Credit Facility | ||
Variable rate | 0.75% | |
Eurodollar | ||
Line of Credit Facility | ||
Variable rate | 1.00% | |
Eurodollar | Minimum | ||
Line of Credit Facility | ||
Variable rate | 1.00% | |
Eurodollar | Maximum | ||
Line of Credit Facility | ||
Variable rate | 1.75% | |
Standby Letters of Credit | ||
Line of Credit Facility | ||
Syndicated line of credit, maximum borrowing capacity | $ 300,000,000 | |
Swing Line Loan | ||
Line of Credit Facility | ||
Syndicated line of credit, maximum borrowing capacity | $ 50,000,000 |
Line of Credit - Facility Infor
Line of Credit - Facility Information (Details) - USD ($) $ in Millions | Apr. 30, 2017 | Oct. 31, 2016 | |
Debt Disclosure [Abstract] | |||
Cash borrowings | $ 277.9 | $ 268.3 | |
Standby letters of credit | 128.9 | 130.9 | |
Borrowing capacity | 393.2 | [1] | $ 400.8 |
Borrowing capacity after covenant restrictions | $ 262.1 | ||
[1] | At April 30, 2017, current covenant restrictions limit our borrowing capacity to $262.1 million. However, the leverage ratio could increase for up to four fiscal quarters if we complete a material acquisition, as defined in the Credit Agreement. |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) | Apr. 17, 2017USD ($) | Feb. 07, 2017plaintiff | Feb. 06, 2017USD ($) | Jan. 30, 2017USD ($) | Dec. 22, 2016USD ($) | Aug. 01, 2012USD ($) | Jul. 31, 2012USD ($) | Apr. 30, 2017USD ($)plaintiff | Oct. 31, 2016USD ($) | Dec. 31, 2014USD ($) |
Loss Contingencies | ||||||||||
Standby letters of credit | $ 128,900,000 | $ 130,900,000 | ||||||||
Surety bonds | 546,600,000 | |||||||||
Guarantee obligation | $ 88,500,000 | $ 60,900,000 | ||||||||
Subsidiary ownership interest percentage | 33.00% | |||||||||
Loss contingency amount accrued for probable losses | $ 129,000,000 | |||||||||
Augustus and Karapetyan | ||||||||||
Loss Contingencies | ||||||||||
Loss contingency amount accrued for probable losses | 115,000,000 | |||||||||
Payroll Taxes | ||||||||||
Loss Contingencies | ||||||||||
Loss contingency amount accrued for probable losses | 6,800,000 | |||||||||
Other Probable Litigation | ||||||||||
Loss Contingencies | ||||||||||
Loss contingency amount accrued for probable losses | $ 7,200,000 | |||||||||
Augustus | ||||||||||
Loss Contingencies | ||||||||||
Payment awarded to plaintiffs | $ 4,500,000 | $ 89,700,000 | ||||||||
Percentage of damages awarded | 30.00% | |||||||||
Reversal of initial award | $ 89,700,000 | |||||||||
Settlement interest | $ 41,200,000 | |||||||||
Augustus Settlement Agreement | ||||||||||
Loss Contingencies | ||||||||||
Settlement amount | $ 110,000,000 | |||||||||
Karapetyan | ||||||||||
Loss Contingencies | ||||||||||
Settlement amount | $ 5,000,000 | |||||||||
Settlement term sheet amount | $ 5,000,000 | |||||||||
Isse | ||||||||||
Loss Contingencies | ||||||||||
Number of plaintiffs | plaintiff | 60 | 92 | ||||||||
Parental | ||||||||||
Loss Contingencies | ||||||||||
Total guarantees | $ 35,000,000 | |||||||||
Minimum | ||||||||||
Loss Contingencies | ||||||||||
Amount of reasonably possible loss | 0 | |||||||||
Maximum | ||||||||||
Loss Contingencies | ||||||||||
Amount of reasonably possible loss | $ 16,000,000 |
Common Stock - Narrative (Detai
Common Stock - Narrative (Details) - Share repurchase program approved September 2, 2015 - USD ($) | Apr. 30, 2017 | Sep. 02, 2015 |
Equity, Class of Treasury Stock [Line Items] | ||
Share repurchase program authorized amount | $ 200,000,000 | |
Remaining authorized repurchase amount | $ 134,100,000 |
Common Stock - Repurchase Activ
Common Stock - Repurchase Activity (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 6 Months Ended | |
Apr. 30, 2017 | Apr. 30, 2016 | |
Equity [Abstract] | ||
Total number of shares purchased (in shares) | 0.2 | 0.7 |
Average price paid per share (in usd per share) | $ 40.07 | $ 29.82 |
Total cash paid for share repurchases | $ 7.9 | $ 21.5 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2017 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 35.30% | 34.20% | 32.70% | 13.60% |
Favorable tax impact of vesting share-based compensation awards | $ 2.1 | |||
Work Opportunity Tax Credit | $ 4.8 |
Segment Information - Reportabl
Segment Information - Reportable Operating Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Apr. 30, 2017 | Apr. 30, 2016 | Apr. 30, 2017 | Apr. 30, 2016 | |
Segment Reporting Information | ||||
Revenues | $ 1,310.5 | $ 1,257.1 | $ 2,637.2 | $ 2,525.5 |
Operating profit (loss) | 51 | 11.8 | 74.8 | 25.4 |
Adjustment for income from unconsolidated affiliates, net, included in Aviation and Government Services | 0.9 | 0.9 | 2.3 | 3.3 |
Income from unconsolidated affiliates, net | 0.9 | 0.9 | 2.3 | 3.3 |
Interest expense | (3) | (2.4) | (6.3) | (5.1) |
Income from continuing operations before income taxes | 48.9 | 10.3 | 70.9 | 23.6 |
Corporate | ||||
Segment Reporting Information | ||||
Operating profit (loss) | (36.4) | (40.3) | (71) | (75.5) |
Segment Reconciling Items | ||||
Segment Reporting Information | ||||
Adjustment for income from unconsolidated affiliates, net, included in Aviation and Government Services | (1.1) | (0.8) | (2.4) | (3.3) |
Adjustment for tax deductions for energy efficient government buildings, included in Technical Solutions | (0.8) | (0.9) | (1.4) | (1.1) |
Income from unconsolidated affiliates, net | (1.1) | (0.8) | (2.4) | (3.3) |
Business & Industry | Operating Segments | ||||
Segment Reporting Information | ||||
Revenues | 732.6 | 730.4 | 1,487.6 | 1,474 |
Operating profit (loss) | 41 | 32.6 | 73.4 | 61 |
Aviation | Operating Segments | ||||
Segment Reporting Information | ||||
Revenues | 232.2 | 203 | 464.2 | 406.8 |
Operating profit (loss) | 7.6 | 5.5 | 13 | 9.4 |
Emerging Industries Group | Operating Segments | ||||
Segment Reporting Information | ||||
Revenues | 192 | 195 | 392.6 | 394.1 |
Operating profit (loss) | 12 | 12.9 | 24.4 | 27.8 |
Technical Solutions | Operating Segments | ||||
Segment Reporting Information | ||||
Revenues | 110.8 | 100.9 | 218.5 | 194.4 |
Operating profit (loss) | 10.6 | 4.3 | 18.8 | 8.3 |
Government Services | Operating Segments | ||||
Segment Reporting Information | ||||
Revenues | 42.9 | 27.7 | 74.3 | 56.2 |
Operating profit (loss) | $ 18.2 | $ (1.5) | $ 20 | $ (1.3) |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | May 31, 2017USD ($) |
Disposal Group, Held-for-sale, Not Discontinued Operations | Government Services | Subsequent Event | |
Subsequent Event [Line Items] | |
Sale of Government Services business, consideration | $ 35.5 |