Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Jul. 31, 2016 | Sep. 06, 2016 | |
Entity Listings [Line Items] | ||
Entity Registrant Name | SHILOH INDUSTRIES INC | |
Entity Central Index Key | 904,979 | |
Current Fiscal Year End Date | --10-31 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Jul. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false | |
Entity Common Stock, Shares Outstanding | 17,614,056 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jul. 31, 2016 | Oct. 31, 2015 |
ASSETS | ||
Cash and cash equivalents | $ 4,576 | $ 13,100 |
Investment in marketable securities | 124 | 356 |
Accounts receivable, net of allowance for doubtful accounts of $615 and $821 at July 31, 2016 and October 31, 2015, respectively | 156,194 | 194,373 |
Related-party accounts receivable | 841 | 1,092 |
Prepaid income taxes | 6,292 | 3,799 |
Inventory, net | 64,616 | 58,179 |
Deferred income taxes | 1,663 | 2,837 |
Prepaid expenses and other assets | 35,287 | 48,267 |
Total current assets | 269,593 | 322,003 |
Property, plant and equipment, net | 267,184 | 280,260 |
Goodwill | 28,509 | 28,843 |
Intangible assets, net | 17,848 | 19,543 |
Deferred income taxes | 4,424 | 4,431 |
Other assets | 19,302 | 11,509 |
Total assets | 606,860 | 666,589 |
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
Current debt | 1,407 | 2,080 |
Accounts payable | 137,730 | 160,405 |
Other accrued expenses | 34,239 | 34,459 |
Accrued income taxes | 810 | 0 |
Total current liabilities | 174,186 | 196,944 |
Long-term Debt | 259,224 | 298,873 |
Long-term benefit liabilities | 15,438 | 17,376 |
Deferred income taxes | 12,463 | 6,180 |
Interest rate swap agreement | 6,087 | 4,989 |
Other liabilities | 794 | 1,312 |
Total liabilities | 468,192 | 525,674 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock, $.01 per share; 5,000,000 shares authorized; no shares issued and outstanding at July 31, 2016 and October 31, 2015, respectively | 0 | 0 |
Common stock, par value $.01 per share; 50,000,000 and 25,000,000 shares authorized at July 31, 2016 and October 31, 2015, respectively; 17,614,056 and 17,309,623 shares issued and outstanding at July 31, 2016 and October 31, 2015, respectively | 176 | 173 |
Paid-in capital | 70,100 | 69,334 |
Retained earnings | 119,106 | 121,457 |
Accumulated other comprehensive loss, net | (50,714) | (50,049) |
Total stockholders’ equity | 138,668 | 140,915 |
Total liabilities and stockholders’ equity | $ 606,860 | $ 666,589 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets - Parentheticals - USD ($) $ in Thousands | Jul. 31, 2016 | Oct. 31, 2015 |
Allowance for Doubtful Accounts Receivable, Current | $ 615 | $ 821 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 50,000,000 | 25,000,000 |
Common stock, shares issued | 17,614,056 | 17,309,623 |
Common Stock, Shares, Outstanding | 17,614,056 | 17,309,623 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | |
Net revenues | $ 248,832 | $ 266,071 | $ 784,151 | $ 784,236 |
Cost of sales | 224,575 | 245,822 | 719,135 | 717,355 |
Gross profit | 24,257 | 20,249 | 65,016 | 66,881 |
Selling, general and administrative expenses | 17,546 | 12,246 | 52,122 | 42,730 |
Amortization of intangible assets | 566 | 486 | 1,695 | 1,795 |
Operating income | 6,145 | 7,517 | 11,199 | 22,356 |
Interest expense | 4,645 | 2,885 | 13,517 | 6,714 |
Interest Income | 0 | (7) | (6) | (21) |
Other (income) expense | 486 | 178 | 518 | (886) |
Income (loss) before income taxes | 1,014 | 4,461 | (2,830) | 16,549 |
Provision (benefit) for income taxes | 1,363 | 2,480 | (479) | 5,772 |
Net income (loss) | $ (349) | $ 1,981 | $ (2,351) | $ 10,777 |
Earnings per share: | ||||
Basic earnings (loss) per share | $ (0.02) | $ 0.11 | $ (0.13) | $ 0.63 |
Basic weighted average number of common shares | 17,614 | 17,227 | 17,614 | 17,220 |
Diluted earnings (loss) per share | $ (0.02) | $ 0.11 | $ (0.13) | $ 0.62 |
Diluted weighted average number of common shares | 17,614 | 17,246 | 17,614 | 17,247 |
Condensed Consolidated Stateme5
Condensed Consolidated Statement of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ (349) | $ 1,981 | $ (2,351) | $ 10,777 |
Amortization of net actuarial loss | 310 | 0 | 930 | 391 |
Actuarial net gain | 0 | 0 | 0 | 593 |
Asset net loss | 0 | 0 | 0 | (683) |
Income tax provision | (112) | 0 | (336) | (114) |
Total defined benefit pension plans & other post retirement benefits, net of tax | 198 | 0 | 594 | 187 |
Unrealized loss on marketable securities | (58) | (258) | (233) | (552) |
Income tax benefit | 20 | 90 | 75 | 193 |
Total marketable securities, net of tax | (38) | (168) | (158) | (359) |
Unrealized gain (loss) on interest rate swap agreements | (797) | 147 | (2,201) | (1,651) |
Income tax benefit (provision) | 131 | (56) | 399 | 625 |
Reclassification adjustments for settlement of derivatives included in net loss | 436 | 0 | 1,102 | 0 |
Change in fair value of derivative instruments, net of tax | (230) | 91 | (700) | (1,026) |
Foreign currency translation loss | (2,655) | (1,062) | (768) | (8,648) |
Reclassification adjustments for settlement of foreign currency included in net loss | 218 | 0 | 367 | 0 |
Unrealized loss on foreign currency translation, net of tax | (2,437) | (1,062) | (401) | (8,648) |
Comprehensive income (loss), net | $ (2,856) | $ 842 | $ (3,016) | $ 931 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Jul. 31, 2016 | Jul. 31, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ (2,351) | $ 10,777 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 28,307 | 26,083 |
Asset impairment, net | 273 | 0 |
Amortization of deferred financing costs | 1,873 | 519 |
Deferred income taxes | 7,672 | 3,134 |
Stock-based compensation expense | 784 | 851 |
Gain (loss) on sale of assets | (76) | 97 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 39,662 | 3,391 |
Inventories | (5,921) | (7,360) |
Prepaids and other assets | 6,260 | (8,456) |
Payables and other liabilities | (26,593) | (12,057) |
Accrued income taxes | (1,655) | 558 |
Net cash provided by operating activities | 48,235 | 17,537 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (18,238) | (24,038) |
Payments to Acquire Businesses, Net of Cash Acquired | 0 | 195 |
Proceeds from sale of assets | 1,350 | 11,417 |
Net cash used for investing activities | (16,888) | (12,426) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payment of capital leases | (541) | (581) |
Proceeds from long-term borrowings | 102,900 | 94,900 |
Repayments of long-term borrowings | (141,874) | (102,665) |
Payment of deferred financing costs | (308) | (1,342) |
Proceeds from exercise of stock options | 0 | 159 |
Net cash used for financing activities | (39,823) | (9,529) |
Effect of foreign currency exchange rate fluctuations on cash | (48) | (961) |
Net decrease in cash and cash equivalents | (8,524) | (5,379) |
Cash and cash equivalents at beginning of period | 13,100 | 12,014 |
Cash and cash equivalents at end of period | 4,576 | 6,635 |
Supplemental Cash Flow Information: | ||
Cash paid for interest | 11,543 | 6,547 |
Cash paid for (refund of) income taxes | (5,702) | 245 |
Non-cash Activities: | ||
Capital equipment included in accounts payable | $ 2,896 | $ 3,958 |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Jul. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | —Basis of Presentation The condensed consolidated financial statements have been prepared by Shiloh Industries, Inc. and its subsidiaries (the "Company"), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC"). The information furnished in the condensed consolidated financial statements includes normal recurring adjustments and reflects all adjustments, which are, in the opinion of management, necessary for a fair presentation of such financial statements. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been condensed or omitted pursuant to the rules and regulations of the SEC. Although the Company believes that the disclosures are adequate to make the information presented not misleading, these condensed consolidated financial statements should be read in conjunction with the audited financial statements and the notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2015 . Revenues and operating results for the nine months ended July 31, 2016 are not necessarily indicative of the results to be expected for the full year. Prior Year Reclassification Certain prior year amounts have been reclassified to conform with current year presentation. In the current period, the Company reclassified certain prior year amounts related to tooling from inventory to prepaid expenses to conform with the current period presentation. Such reclassification is reflected in the condensed consolidated statements of cash flows and management's discussion and analysis of financial condition and results of operations and resulted in a reclassification of $31,616 from inventory to prepaids and other assets for the nine months ended July 31, 2015 . In the current period, the Company reclassified certain prior year amounts related to machinery and equipment from construction in process to non-current other assets to conform with the current period presentation. Such reclassification is reflected in the condensed consolidated statements of cash flows resulting in a reclassification of $1,879 from capital expenditures to prepaids and other assets for the nine months ended July 31, 2015 . In the current period, the Company reclassified certain prior year amounts from machinery and equipment to accumulated depreciation totaling $7,433 for the fiscal year ended October 31, 2015 , which on a net basis had no impact on overall property, plant and equipment, net. Effective November 1, 2015, the Company changed its classification for recoveries of scrap and tooling as an offset to cost of sales as opposed to net revenues. The Company believes that recoveries of scrap represents the reimbursement of the material it is not able to use in production and, therefore, more appropriately reflected as an offset to cost of sales to allow for better comparability. For the three and nine months ended July 31, 2015 , $9,130 and $28,049 , respectively, was reclassified from net revenues to cost of sales in the condensed consolidated statements of operations. |
New Accounting Standards
New Accounting Standards | 9 Months Ended |
Jul. 31, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | —New Accounting Standards In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-09, "Compensation - Stock Compensation." ASU 2016-09 simplifies several aspects of the accounting for employee share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. ASU 2016-09 is effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods beginning after December 15, 2018. Early adoption is permitted. The Company is currently evaluating the impact that ASU 2016-09 will have on its statement of financial position or financial statement disclosures. In February 2016, the FASB issued ASU 2016-02, "Leases" which requires a lessee to recognize the assets and liabilities that arise from leases. A lessee should recognize in the statement of financial position a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. The recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee have not significantly changed from the previous guidance within Accounting Standards Codification ("ASC") Topic 840, Leases. For operating leases, a lessee is required to do the following: (1) recognize a right-of-use asset and a lease liability, initially measured at the present value of the lease payments, in the statement of financial position, (2) recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term on a generally straight-line basis and (3) classify all cash payments within operating activities in the statement of cash flows. For leases with a term of 12 months or less, a lessee is permitted to make an accounting policy election by class of underlying asset not to recognize lease assets and lease liabilities. If a lessee makes this election, it should recognize lease expense for such leases generally on a straight-line basis over the lease term. AUS 2016-02 is effective for public entities for fiscal years and interim periods within those years, beginning after December 15, 2018, with early adoption permitted. In transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach, which includes a number of optional practical expedients that entities may elect to apply. We are currently assessing the potential impact of the new requirements under the standard. In January 2016, the FASB issued ASU 2016-01, "Recognition and Measurement of Financial Assets and Financial Liabilities." ASU 2016-01 to amend certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Most prominent among the amendments is the requirement for changes in the fair value of the Company's equity investments, with certain exceptions, to be recognized through net income rather than other comprehensive income ("OCI"). ASU 2016-01 is effective for financial statements issued for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The application of the amendments will result in a cumulative-effect adjustment to our consolidated balance sheet as of the effective date. The Company is currently evaluating the impact that ASU 2016-01 will have on its statement of financial position or financial statement disclosures. In November 2015, the FASB issued ASU 2015-17, "Balance Sheet Classification of Deferred Taxes." ASU 2015-17 requires that deferred tax liabilities and assets be classified as noncurrent in a classified statement of financial position. ASU 2015-17 is effective for financial statements issued for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years, although early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact that ASU 2015-17 will have on its statement of financial position or financial statement disclosures. In July 2015, the FASB issued ASU 2015-11, "Inventory." ASU 2015-11 simplifies the measurement of inventory by requiring inventory to be measured at the lower of cost and net realizable value. ASU 2015-11 is effective for financial statements issued for fiscal years beginning after December 15, 2016, and interim periods within those fiscal years. The Company does not expect ASU 2015-11 will have a material impact on its statement of financial position or financial statement disclosures. In April 2015, the FASB issued ASU 2015-03, "Interest - Imputation of Interest." ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in the ASU. ASU 2015-03 is effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. The Company does not expect ASU 2015-03 will have a material impact on its statement of financial position or financial statement disclosures. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers," which clarifies existing accounting literature relating to how and when a company recognizes revenue. Under ASU 2014-09, a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods and services. The FASB, through the issuance of ASU No. 2015-14, " Revenue from Contracts with Customers, " approved a one year delay of the effective date and the new standard now is effective for reporting periods beginning after December 15, 2017 and permits two implementation approaches, one requiring retrospective application of the new standard with restatement of prior years and one requiring prospective application of the new standard with disclosure of results under old standards. During the second and third quarter, the FASB issued ASUs 2016-10, 2016-11 and 2016-12. ASUs 2016-10 and 2016-12 provide further clarification on the implementation guidance on principal versus agent considerations. ASU 2016-11 rescinds certain SEC guidance from the FASB ASC in response to announcements made by the SEC at the Emerging Issues Task Force's ("EITF") March 3, 2016 meeting. The Company is currently evaluating the potential effects of this pronouncement and the implementation approach to be used. |
Acquisitions
Acquisitions | 9 Months Ended |
Jul. 31, 2016 | |
Acquisitions [Abstract] | |
Mergers, Acquisitions and Dispositions Disclosures [Text Block] | —Acquisitions Radar Industries, Inc. On September 30, 2014, the Company, through a wholly-owned subsidiary, consummated the transactions contemplated by the Asset Purchase Agreement, dated September 30, 2014, with Radar Industries, Inc., and Radar Mexican Investments, LLC which produce engineered metal stampings and machined parts for the motor vehicle industry. The Company acquired Radar in order to further its investment in stamping technologies and expand the diversity of its customer base, product offering and geographic footprint. Radar's results of operations are reflected in the Company's condensed consolidated statements of operations from the acquisition date. As of July 31, 2016 , $2,250 of funds remained in escrow, which are expected to be settled by the end of September 2016. |
Related Party Receivables
Related Party Receivables | 9 Months Ended |
Jul. 31, 2016 | |
Related Party Receivables [Abstract] | |
Related Party Transactions Disclosure [Text Block] | Related Party Receivables The Company had sales to MTD Products Inc. and its affiliates of $1,099 and $3,184 for the three and nine months ended July 31, 2016 , respectively, and $1,577 and $5,364 for the three and nine months ended July 31, 2015 , respectively. At July 31, 2016 and October 31, 2015 , the Company had related party receivable balances of $841 and $1,092 , respectively, due from MTD Products Inc. and its affiliates. As of July 31, 2016 , the Company had one joint venture in China. Operating activities have been insignificant and are not yet consolidated in the Company's statement of operations. On March 11, 2014, the Company entered into a manufacturing agreement with Velocys, plc. As part of the agreement, the Company invested $2,000 , which is comprised of Velocys stock with a market value of $1,527 on the date of acquisition and a premium paid of $473 , which is being amortized over the remaining life of the related supplier agreement. The Company re-measures available-for-sale securities at fair value and records the unrealized gain or loss in other comprehensive income until realized. A cumulative mark-to-market unfavorable adjustment of $38 and $158 , net of tax, was recorded as a loss to other comprehensive income (loss) for the three and nine months ended July 31, 2016 , respectively. A cumulative mark-to-market unfavorable adjustment of $168 and $359 , net of tax, was recorded as a loss to other comprehensive income (loss) for the three and nine months ended July 31, 2015 , respectively. The Company had $5 and $12 of sales to Velocys for the three and nine months ended July 31, 2016 , respectively, and $1,163 and $1,360 for the three and nine months ended July 31, 2015 , respectively. At July 31, 2016 and October 31, 2015 , the balances due from Velocys were immaterial. |
Inventories
Inventories | 9 Months Ended |
Jul. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventory Disclosure [Text Block] | Inventories Inventories consist of the following: July 31, 2016 October 31, 2015 Raw materials $ 26,082 $ 31,864 Work-in-process 17,011 10,994 Finished goods 21,523 15,321 Total inventory $ 64,616 $ 58,179 Total cost of inventory is net of reserves to reduce certain inventory from cost to net realizable value by an allowance for excess and obsolete inventories based on management’s review of on-hand inventories compared to historical and estimated future sales and usage. Such reserves aggregated $3,196 and $2,347 at July 31, 2016 and October 31, 2015 , respectively. |
Prepaid Expenses Prepaid Expens
Prepaid Expenses Prepaid Expenses | 9 Months Ended |
Jul. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Other Current Assets [Text Block] | Prepaid Expenses and Other Assets Prepaid expenses and other assets consist of the following: July 31, 2016 October 31, 2015 Tooling (1) $ 25,809 $ 40,658 Prepaid other 9,420 7,609 Other current assets 58 — Total $ 35,287 $ 48,267 (1) Customer reimbursements for the development of molds, dies and tools (collectively, "tooling") related to new program awards that go into production over the next |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Jul. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | Property, Plant and Equipment Property, plant and equipment consist of the following: July 31, October 31, Land and improvements $ 11,344 $ 11,330 Buildings and improvements 117,100 118,166 Machinery and equipment 495,869 488,047 Furniture and fixtures 18,299 13,901 Construction in progress 40,411 51,253 Total, at cost 683,023 682,697 Less: Accumulated depreciation 415,839 402,437 Property, plant and equipment, net $ 267,184 $ 280,260 Depreciation expense was $8,867 and $8,613 for the three months ended July 31, 2016 and July 31, 2015 , respectively, and $26,612 and $24,288 for the nine months ended July 31, 2016 and July 31, 2015 , respectively. Capital Leases: July 31, October 31, Leased Property: Machinery and equipment $ 7,295 $ 7,019 Less: Accumulated depreciation 1,626 1,142 Leased property, net $ 5,669 $ 5,877 Total obligations under capital leases and future minimum rental payments to be made under capital leases at July 31, 2016 are as follows: Twelve Months Ending July 31, 2017 $ 897 2018 881 2019 741 2020 393 2021 1,898 4,810 Plus amount representing interest ranging from 3.05% to 3.77% 552 Future minimum rental payments $ 5,362 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Jul. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets Disclosure [Text Block] | Goodwill: The changes in the carrying amount of goodwill for the nine months ended July 31, 2016 are as follows: Balance October 31, 2015 $ 28,843 Foreign currency translation (334 ) Balance July 31, 2016 $ 28,509 Intangible Assets The changes in the carrying amount of finite intangible assets for the nine months ended July 31, 2016 are as follows: Customer Relationships Developed Technology Non-Compete Trade Name Trademark Total Balance October 31, 2015 $ 14,311 $ 3,540 $ 63 $ 1,500 $ 129 $ 19,543 Amortization expense (999 ) (579 ) (12 ) (92 ) (13 ) (1,695 ) Foreign currency translation — — — — — — Balance July 31, 2016 $ 13,312 $ 2,961 $ 51 $ 1,408 $ 116 $ 17,848 Intangible assets are amortized on the straight-line method over their legal or estimated useful lives. The following summarizes the gross carrying value and accumulated amortization for each major class of intangible assets: Weighted Average Useful Life (years) Gross Carrying Value Accumulated Amortization Foreign Currency Adjustment Net Customer relationships 13.2 $ 17,598 $ (4,258 ) $ (28 ) $ 13,312 Developed technology 7.3 5,007 (2,046 ) — 2,961 Non-compete 2.3 824 (773 ) — 51 Trade Name 14.8 1,875 (467 ) — 1,408 Trademark 10.0 166 (50 ) — 116 $ 25,470 $ (7,594 ) $ (28 ) $ 17,848 Total amortization expense was $566 and $1,695 for the three and nine months ended July 31, 2016 , respectively, and $486 and $1,795 for the three and nine months ended July 31, 2015 , respectively. Amortization expense related to intangible assets for the fiscal years ending is estimated to be as follows: Twelve Months Ending July 31, 2017 $ 2,262 2018 2,161 2019 1,821 2020 1,708 2021 1,705 Thereafter 8,191 $ 17,848 |
Financing Arrangements
Financing Arrangements | 9 Months Ended |
Jul. 31, 2016 | |
Debt Disclosure [Abstract] | |
Financing Arrangements [Text Block] | Financing Arrangements Debt consists of the following: July 31, October 31, 2015 Credit Agreement—interest rate of 4.92% at July 31, 2016 and 4.44% at October 31, 2015 $ 254,700 $ 293,300 Equipment security note 1,121 1,496 Capital lease obligations 4,810 5,434 Insurance broker financing agreement — 723 Total debt 260,631 300,953 Less: Current debt 1,407 2,080 Total long-term debt $ 259,224 $ 298,873 At July 31, 2016 , the Company had total debt, excluding capital leases, of $255,821 , consisting of a revolving line of credit under the Credit Agreement of floating rate debt of $254,700 and fixed rate debt of $1,121 . The weighted average interest rate of all debt was 4.83% and 2.67% (as defined below) for the nine months ended July 31, 2016 and July 31, 2015 , respectively. The Company and its subsidiaries are party to a Credit Agreement, dated October 25, 2013, as amended (the "Credit Agreement") with Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, JPMorgan Chase Bank, N.A. as Syndication Agent, Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities, LLC as Joint Lead Arrangers and Joint Book Managers, The PrivateBank and Trust Company, Compass Bank and Citizens Bank, N.A., as Co-Documentation Agents, and the other lender parties thereto. On October 30, 2015, the Company executed a Fifth Amendment (the "Fifth Amendment") to the Credit Agreement that increased the permitted leverage ratio with periodic reductions beginning after July 30, 2016. In addition, the Fifth Amendment permitted various investments as well as up to $40,000 aggregate outstanding principal amount of subordinated indebtedness, subject to certain conditions. Finally, the Fifth Amendment provided for a consolidated fixed charge coverage ratio, and provided for up to $50,000 of capital expenditures by the Company and its subsidiaries throughout the year ending October 31, 2016, subject to certain quarterly baskets. On April 29, 2015, the Company executed a Fourth Amendment (the "Fourth Amendment") to the Credit Amendment that maintained the commitment period to September 29, 2019 and allowed for an incremental increase of $25,000 (or if certain ratios are met, $100,000 ) in the original revolving commitment of $360,000 , subject to the Company's pro forma compliance with financial covenants, the administrative agent's approval and the Company obtaining commitments for such increase. The Fourth Amendment included scheduled commitment reductions beginning after January 30, 2016 as well as scheduled commitment reductions totaling $30,000 , allocated proportionately between the Aggregate Revolving A and B commitments. On April 30, 2016, the first committed reduction of $5,000 decreased the existing revolving commitment to $355,000 , subject to the Company's pro forma compliance with financial covenants. Borrowings under the Credit Agreement bear interest, at the Company's option, at LIBOR or the base (or "prime") rate established from time to time by the administrative agent, in each case plus an applicable margin. The Fifth Amendment provided for an interest rate margin on LIBOR loans of 1.50% to 4.00% and of 0.50% to 3.00% on base rate loans depending on the Company's leverage ratio. The Credit Agreement contains customary restrictive and financial covenants, including covenants regarding the Company’s outstanding indebtedness and maximum leverage and interest coverage ratios. The Credit Agreement also contains standard provisions relating to conditions of borrowing. In addition, the Credit Agreement contains customary events of default, including the non-payment of obligations by the Company and the bankruptcy of the Company. If an event of default occurs, all amounts outstanding under the Credit Agreement may be accelerated and become immediately due and payable. The Company was in compliance with the financial covenants as of July 31, 2016 , and October 31, 2015 . After considering letters of credit of $5,080 that the Company has issued, unused commitments under the Credit Agreement were $95,220 at July 31, 2016 . Borrowings under the Credit Agreement are collateralized by a first priority security interest in substantially all of the tangible and intangible property of the Company and its domestic subsidiaries and 65% of the stock of foreign subsidiaries. Other Debt: On September 2, 2013, the Company entered into an equipment security note that bears interest at a fixed rate of 2.47% and requires monthly payments of $44 through September 2018. As of July 31, 2016 , $1,121 remained outstanding under this agreement and $510 was classified as current debt and $611 was classified as long-term debt in the Company’s condensed consolidated balance sheets. The Company maintains capital leases for equipment used in its manufacturing facilities with lease terms expiring between 2018 and 2020. As of July 31, 2016 , the present value of minimum lease payments under its capital leases amounted to $4,810 . Derivatives: On February 25, 2014, the Company entered into an interest rate swap with an aggregate notional amount of $75,000 designated as a cash flow hedge to manage interest rate exposure on the Company’s floating rate LIBOR based debt under the Credit Agreement. The interest rate swap is an agreement to exchange payment streams based on the notional principal amount. This agreement fixes the Company’s future interest payments at 2.74% plus the applicable rate (defined above), on an amount of the Company’s debt principal equal to the then-outstanding swap notional amount. The forward interest rate swap commenced on March 1, 2015 with an initial $25,000 base notional amount. The second notional amount of $25,000 commenced on September 1, 2015 and the final notional amount of $25,000 commenced on March 1, 2016. The base notional amount plus each incremental addition to the base notional amount has a five year maturity of February 29, 2020, August 31, 2020 and February 28, 2021, respectively. On the date the interest swap was entered into, the Company designated the interest rate swap as a hedge of the variability of cash flows to be paid relative to its variable rate monies borrowed. Any ineffectiveness in the hedging relationship is recognized immediately into earnings. The Company determined the mark-to-market adjustment for the interest rate swap to be a loss of $230 and a loss of $700 , net of tax, for the three and nine months ended July 31, 2016 , respectively, which is reflected in other comprehensive income (loss). The base notional amounts of $25,000 each or $75,000 total that commenced during 2015 and the first nine months of fiscal 2016 resulted in realized losses of $436 and $1,102 of interest expense related to the interest rate swap settlements for the three and nine months ended July 31, 2016 , respectively. Interest expense related to the interest rate swap settlements was $108 for both the three and nine months ended July 31, 2015 as the Company entered into the swap during the second quarter of fiscal 2015. Scheduled repayments of debt for the next five years are listed below: Twelve Months Ending July 31, Credit Agreement Equipment Security Note Capital Lease Obligations Total 2017 $ — $ 510 $ 897 $ 1,407 2018 — 523 881 1,404 2019 — 88 741 829 2020 254,700 — 393 255,093 2021 — — 1,898 1,898 Total $ 254,700 $ 1,121 $ 4,810 $ 260,631 |
Pension and Other Post-Retireme
Pension and Other Post-Retirement Benefit Matters | 9 Months Ended |
Jul. 31, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Pension and Other Postretirement Benefits Disclosure [Text Block] | Pension and Other Post-Retirement Benefit Matters U.S. Plans The components of net periodic benefit cost for the three and nine months ended July 31, 2016 and 2015 are as follows: Pension Benefits Other Post-Retirement Benefits Three Months Ended July 31, Three Months Ended July 31, 2016 2015 2016 2015 Interest cost $ 892 $ 866 $ 4 $ 6 Expected return on plan assets (1,142 ) (1,174 ) — — Amortization of net actuarial loss 310 297 3 7 Net periodic (benefit) cost $ 60 $ (11 ) $ 7 $ 13 Pension Benefits Other Post-Retirement Benefits Nine Months Ended July 31, Nine Months Ended July 31, 2016 2015 2016 2015 Interest cost $ 2,675 $ 2,599 $ 12 $ 18 Expected return on plan assets (3,426 ) (3,523 ) — — Amortization of net actuarial loss 930 890 9 21 Net periodic (benefit) cost $ 179 $ (34 ) $ 21 $ 39 The Company made one contribution of $950 to the defined pension plans during the nine months ended July 31, 2016 and $950 and $2,820 to the defined pension plans during the three and nine months ended July 31, 2015 , respectively. No further contributions for the remainder of fiscal 2016 are required. Non-U.S. Plans For the Company's Swedish operations, the majority of the pension obligations are covered by insurance policies with insurance companies. For the Company's Polish operations, the Pension obligations for the fiscal year ended 2016 are expected to be $749 based on actuarial reports. The Polish operations recognized $26 and $78 of expense for the three and nine months ended July 31, 2016 and $29 and $87 of expense for the three and nine months ended July 31, 2015 , respectively. |
Equity Matters
Equity Matters | 9 Months Ended |
Jul. 31, 2016 | |
Equity [Abstract] | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | Stock Incentive Compensation falls under the scope of FASB ASC Topic 718 "Compensation – Stock Compensation" and affects the stock awards that have been granted and requires the Company to expense share-based payment ("SBP") awards with compensation cost for SBP transactions measured at fair value. For stock options, the Company has elected to use the simplified method of calculating the expected term and historical volatility to compute fair value under the Black-Scholes option-pricing model. The risk-free rate for periods within the contractual life of the option is based on the U.S. zero coupon Treasury yield in effect at the time of grant. Forfeitures have been estimated based upon the Company’s historical experience. For restricted stock and restricted stock units, the Company is computing fair value based on a twenty day Exponential Moving Average ("EMA") as of the close of business the Friday preceding the award date. 2016 Equity and Incentive Compensation Plan On March 9, 2016, stockholders approved and adopted the 2016 Equity and Incentive Compensation Plan ("2016 Plan") which replaced the Amended and Restated 1993 Key Employee Stock Incentive Program. The 2016 Plan authorizes the Compensation Committee of the Board of Directors of the Company to grant to officers and other key employees, including directors, of the Company and its subsidiaries (i) option rights, (ii) appreciation rights, (iii) restricted shares, (iv) restricted stock units, (v) cash incentive awards, performance shares and performance units and (vi) other awards. An aggregate of 1,500,000 shares of Common Stock, subject to adjustment upon occurrence of certain events to prevent dilution or expansion of the rights of participants that might otherwise result from the occurrence of such events, was reserved for issuance pursuant to the Incentive Plan. An individual’s award of option and / or appreciation rights is limited to 500,000 shares during any calendar year. Also, an individual's award of restricted shares, restricted share units and performance based awards is limited to 350,000 shares during any calendar year. The Compensation Committee of our Board of Directors approved the grant of restricted stock and restricted stock units under both the Amended and Restated 1993 Key Employee Stock Incentive Program and the 2016 Equity and Incentive Compensation Plan shown in the table below during the nine months ended July 31, 2016 : Granted 20-Day EMA Restricted Stock (1) 312,250 $4.30 Restricted Stock Units (2) 21,539 $4.17 (1) 32,394 shares issued under the Amended and Restated 1993 Key Employee Stock Incentive Program and 279,856 shares issued under the 2016 Equity and Incentive Compensation Plan. (2) 21,539 units issued under the 2016 Equity and Incentive Compensation Plan. The following table summarizes the Company’s Incentive Plan activity for the nine months ended July 31, 2016 and 2015 : Stock Options Restricted Stock Restricted Stock Units Outstanding at: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Restricted Shares 20 Day EMA (1) Weighted Average Remaining Contractual Life Restricted Share Units 20 Day EMA (1) November 1, 2014 123,333 $9.69 5.15 116,881 $16.81 2.58 — — Granted — — 23,332 $14.17 — — Options exercised or restricted stock vested (19,317 ) $8.19 (48,129 ) $16.70 — — Forfeited or expired (11,350 ) $11.58 (6,750 ) $20.64 — — July 31, 2015 92,666 $9.77 4.26 85,334 $15.84 1.81 — — November 1, 2015 90,666 $9.70 4.10 124,255 $13.77 2.28 — — Granted — — 312,250 $4.30 21,539 $4.17 Options exercised or restricted stock vested — — (25,958 ) $16.53 — — Forfeited or expired (1,000 ) $12.04 (5,817 ) $5.71 — — July 31, 2016 89,666 $9.67 3.34 404,730 $6.40 2.00 21,539 $4.17 (1) 20-day EMA effective with commencement of the 2016 Plan on March 9, 2016. The Company recorded stock compensation expense related to stock options, restricted stock and restricted stock units during the three and nine months ended July 31, 2016 and 2015 as follows: Three Months Ended July 31, Nine Months Ended July 31, 2016 2015 2016 2015 Stock options $ — $ — $ — $ 15 Restricted stock 319 309 761 836 Restricted stock units 14 — 23 — Total $ 333 $ 309 $ 784 $ 851 Stock Options The exercise price of each stock option equals the market price of the Company's common stock on its grant date. Compensation expense is recorded at the grant date fair value, less an estimated forfeiture amount, and is recognized on a straight-line basis over the applicable vesting period. The Company's stock options generally vest over three years, with a maximum term of ten years. Incentive stock options were not granted during the three and nine months ended July 31, 2016 and 2015 . Stock options were not exercised during the three and nine months ended July 31, 2016 . Options that have an exercise price greater than the market price are excluded from the intrinsic value computation. At both July 31, 2016 and July 31, 2015 , the exercise price of some of the Company's stock option grants were higher than the market value of the Company's stock. At July 31, 2016 and July 31, 2015 , the options outstanding and exercisable had an intrinsic value of $183 and $244 , respectively. Restricted Stock Awards The grant date fair value of each restricted stock award equals the fair value of the Company's common stock based on a 20 day exponential moving average as of the close of business on the Friday preceding the award date. Compensation expense is recorded at the grant date fair value, less an estimated forfeiture amount, and is recognized over the applicable vesting periods. The vesting periods range between one to four years. As of July 31, 2016 , there was approximately $1,827 of total unrecognized compensation expense related to non-vested restricted stock that is expected to be recognized over the next three fiscal years. Restricted Stock Units The grant date fair value of each restricted stock unit equals the fair value of the Company's common stock based on a 20 day exponential moving average as of the close of business on the Friday preceding the award date. Compensation expense is recorded at the grant date fair value, less an estimated forfeiture amount, and is recognized over the applicable vesting periods. The vesting periods range between one to three years. As of July 31, 2016 , there was approximately $62 of total unrecognized compensation expense related to these restricted stock units that is expected to be recognized over the next three fiscal years. Earnings per Share Basic earnings per share is computed by dividing net income (loss) available to common stockholders by the weighted average number of shares of Common Stock outstanding during the period. In addition, the shares of Common Stock issuable pursuant to stock options outstanding under the Amended and Restated 1993 Key Employee Stock Incentive Program are included in the diluted earnings per share calculation to the extent they are dilutive. For the nine months ended July 31, 2016 and 2015 , approximately 360 and 120 stock awards, respectively, were excluded from the computation of diluted earnings per share because they were anti-dilutive. The following is a reconciliation of the numerator and denominator of the basic and diluted earnings per share computation for net income per share: (Shares in thousands) Three Months Ended July 31, Nine Months Ended July 31, 2016 2015 2016 2015 Net income (loss) available to common stockholders $ (349 ) $ 1,981 $ (2,351 ) $ 10,777 Basic weighted average shares 17,614 17,227 17,614 17,220 Effect of dilutive securities: Stock options — 19 — 27 Diluted weighted average shares 17,614 17,246 17,614 17,247 Basic income (loss) per share $ (0.02 ) $ 0.11 $ (0.13 ) $ 0.63 Diluted income (loss) per share $ (0.02 ) $ 0.11 $ (0.13 ) $ 0.62 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Jul. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | Fair Value of Financial Instruments The methods used by the Company may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date. Assets and liabilities remeasured and disclosed at fair value on a recurring basis at July 31, 2016 and October 31, 2015 are set forth in the table below: Asset (Liability) Level 2 Valuation Technique October 31, 2015: Interest Rate Swap Contracts $ (4,989 ) $ (4,989 ) Income Approach Marketable Securities 356 356 Income Approach July 31, 2016: Interest Rate Swap Contracts (6,087 ) (6,087 ) Income Approach Marketable Securities $ 124 $ 124 Income Approach The Company calculates the fair value of its interest rate swap contracts, using quoted interest rate curves, to calculate forward values, and then discounts the forward values. The discount rates for all derivative contracts are based on quoted swap interest rates or bank deposit rates. For contracts which, when aggregated by counterparty, are in a liability position, the rates are adjusted by the credit spread that market participants would apply if buying these contracts from the Company’s counterparties. The Company calculates the fair value of its marketable securities by using the closing stock price on the last business day of the quarter. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 9 Months Ended |
Jul. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Accumulated Other Comprehensive Loss [Text Block] | Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive loss in stockholders' equity by component for the three months ended July 31, 2016 is as follows: Pension and Post Retirement Plan Liability Marketable Securities Adjustment Interest Rate Swap Adjustment (1) Foreign Currency Translation Adjustment (2) Accumulated Other Comprehensive Loss Balance at April 30, 2016 $ (28,413 ) $ (461 ) $ (3,646 ) $ (15,687 ) $ (48,207 ) Other comprehensive income (loss) 198 (38 ) (666 ) (2,655 ) (3,161 ) Amounts reclassified from accumulated other comprehensive loss — — 436 218 654 Net current-period other comprehensive income (loss) 198 (38 ) (230 ) (2,437 ) (2,507 ) Balance at July 31, 2016 $ (28,215 ) $ (499 ) $ (3,876 ) $ (18,124 ) $ (50,714 ) Changes in accumulated other comprehensive loss in stockholders' equity by component for the nine months ended July 31, 2016 is as follows: Pension and Post Retirement Plan Liability Marketable Securities Adjustment Interest Rate Swap Adjustment (1) Foreign Currency Translation Adjustment (2) Accumulated Other Comprehensive Loss Balance at October 31, 2015 $ (28,809 ) $ (341 ) $ (3,176 ) $ (17,723 ) $ (50,049 ) Other comprehensive income (loss) 594 (158 ) (1,802 ) (768 ) (2,134 ) Amounts reclassified from accumulated other comprehensive loss — — 1,102 367 1,469 Net current-period other comprehensive income (loss) 594 (158 ) (700 ) (401 ) (665 ) Balance at July 31, 2016 $ (28,215 ) $ (499 ) $ (3,876 ) $ (18,124 ) $ (50,714 ) (1) Amounts reclassified from accumulated other comprehensive loss, net of tax are classified with interest expense included in the statements of operations. (2) Amounts reclassified from accumulated other comprehensive loss, net of tax are classified with foreign currency translation included in the statements of operations. |
Business Segment Information
Business Segment Information | 9 Months Ended |
Jul. 31, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure [Text Block] | Business Segment Information For the nine months ended July 31, 2016 , the Company conducted its business and reported its information as one operating segment - Automotive and Commercial Vehicles. The Chief Operating Decision Maker has been identified as the Senior Leadership Team ("SLT"), which includes all Vice Presidents plus the Chief Executive Officer of the Company as this team has the final authority over performance assessment and resource allocation decisions. In determining that one operating segment is appropriate, the Company considered the nature of the business activities, the existence of managers responsible for the operating activities and information presented to the Board of Directors for its consideration and advice. Customers and suppliers are substantially the same in the automotive and commercial vehicle industry. Revenues of foreign geographic regions are attributed to external customers based upon the location of the entity recording the sale. These foreign revenues represent 16.6% and 16.9% for the three and nine months ended July 31, 2016 , respectively, and 15.0% and 16.1% for the three and nine months ended July 31, 2015 , respectively. Three Months Ended July 31, Nine Months Ended July 31, Revenues Revenues Geographic Region: 2016 2015 2016 2015 United States $ 207,485 $ 226,038 $ 651,526 $ 658,326 Europe $ 32,766 $ 30,387 $ 105,571 $ 96,154 Rest of World $ 8,581 $ 9,646 $ 27,054 $ 29,756 Total Company $ 248,832 $ 266,071 $ 784,151 $ 784,236 Three Months Ended July 31, Nine Months Ended July 31, Foreign Currency (Gain) Loss Foreign Currency (Gain) Loss Geographic Region: 2016 2015 2016 2015 Europe $ 230 $ 206 $ 189 $ (622 ) Rest of World $ 245 $ (146 ) $ 258 $ (193 ) The foreign currency (gain) loss is included as a component of other (income) expense in the condensed consolidated statements of operations. Long-lived assets consist primarily of net property, plant and equipment, goodwill and intangibles. Long-Lived Assets Geographic Region: July 31, 2016 October 31, 2015 United States $ 261,206 $ 276,407 Europe $ 50,405 $ 43,166 Rest of World $ 20,217 $ 20,582 Total Company $ 331,828 $ 340,155 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Jul. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | Commitments and Contingencies Litigation: A securities class action lawsuit was filed on September 21, 2015 in the United States District Court for the Southern District of New York against the Company and certain of its officers (the President and Chief Executive Officer and Vice President of Finance and Treasurer). As amended, the lawsuit claims in part that the Company issued inaccurate information to investors about, among other things, the Company’s earnings and income and its internal controls over financial reporting for fiscal 2014 and the first and second fiscal quarters of 2015 in violation of the Securities Exchange Act of 1934. The amended complaint seeks an award of damages in an unspecified amount on behalf of a putative class consisting of persons who purchased the Company's common stock between January 12, 2015 and September 14, 2015, inclusive. The Company and such officers filed a Motion to Dismiss this lawsuit with the United States District Court for the Southern District of New York on April 18, 2016. A shareholder derivative lawsuit was filed on April 1, 2016 in the Court of Common Pleas, Medina County, Ohio against the Company's President and Chief Executive Officer and Vice President of Finance and Treasurer and members of the Company’s Board of Directors. The lawsuit claims in part that the defendants breached their fiduciary duties owed to the Company by failing to exercise appropriate oversight over the Company's accounting controls, leading to the accounting issues and the restatement announced in September 2015. The complaint seeks a judgment against the individual defendants and in favor of the Company for money damages, plus miscellaneous non-monetary relief. On May 2, 2016, the Court entered a stipulated order staying this case pending the outcome of the Motion to Dismiss in the securities class action lawsuit described in the previous paragraph. In addition, from time to time, the Company is involved in legal proceedings, claims or investigations that are incidental to the conduct of its business. The Company vigorously defends itself against such claims. In future periods, the Company could be subject to cash costs or non-cash charges to earnings if a matter is resolved on unfavorable terms. However, although the ultimate outcome of any legal matter cannot be predicted with certainty, based on current information, including its assessment of the merits of the particular claims, the Company does not expect that its legal proceedings or claims will have a material impact on its future consolidated financial condition, results of operations or cash flows. |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventories consist of the following: July 31, 2016 October 31, 2015 Raw materials $ 26,082 $ 31,864 Work-in-process 17,011 10,994 Finished goods 21,523 15,321 Total inventory $ 64,616 $ 58,179 |
Prepaid Expenses Prepaid Expe23
Prepaid Expenses Prepaid Expenses (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block] | Prepaid expenses and other assets consist of the following: July 31, 2016 October 31, 2015 Tooling (1) $ 25,809 $ 40,658 Prepaid other 9,420 7,609 Other current assets 58 — Total $ 35,287 $ 48,267 (1) Customer reimbursements for the development of molds, dies and tools (collectively, "tooling") related to new program awards that go into production over the next twelve months. |
Property Plant and Equipment (T
Property Plant and Equipment (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment consist of the following: July 31, October 31, Land and improvements $ 11,344 $ 11,330 Buildings and improvements 117,100 118,166 Machinery and equipment 495,869 488,047 Furniture and fixtures 18,299 13,901 Construction in progress 40,411 51,253 Total, at cost 683,023 682,697 Less: Accumulated depreciation 415,839 402,437 Property, plant and equipment, net $ 267,184 $ 280,260 |
Schedule of Capital Leased Assets [Table Text Block] | July 31, October 31, Leased Property: Machinery and equipment $ 7,295 $ 7,019 Less: Accumulated depreciation 1,626 1,142 Leased property, net $ 5,669 $ 5,877 |
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | Total obligations under capital leases and future minimum rental payments to be made under capital leases at July 31, 2016 are as follows: Twelve Months Ending July 31, 2017 $ 897 2018 881 2019 741 2020 393 2021 1,898 4,810 Plus amount representing interest ranging from 3.05% to 3.77% 552 Future minimum rental payments $ 5,362 |
Goodwil and Intangible Assets (
Goodwil and Intangible Assets (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill [Table Text Block] | The changes in the carrying amount of goodwill for the nine months ended July 31, 2016 are as follows: Balance October 31, 2015 $ 28,843 Foreign currency translation (334 ) Balance July 31, 2016 $ 28,509 |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | The changes in the carrying amount of finite intangible assets for the nine months ended July 31, 2016 are as follows: Customer Relationships Developed Technology Non-Compete Trade Name Trademark Total Balance October 31, 2015 $ 14,311 $ 3,540 $ 63 $ 1,500 $ 129 $ 19,543 Amortization expense (999 ) (579 ) (12 ) (92 ) (13 ) (1,695 ) Foreign currency translation — — — — — — Balance July 31, 2016 $ 13,312 $ 2,961 $ 51 $ 1,408 $ 116 $ 17,848 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | Intangible assets are amortized on the straight-line method over their legal or estimated useful lives. The following summarizes the gross carrying value and accumulated amortization for each major class of intangible assets: Weighted Average Useful Life (years) Gross Carrying Value Accumulated Amortization Foreign Currency Adjustment Net Customer relationships 13.2 $ 17,598 $ (4,258 ) $ (28 ) $ 13,312 Developed technology 7.3 5,007 (2,046 ) — 2,961 Non-compete 2.3 824 (773 ) — 51 Trade Name 14.8 1,875 (467 ) — 1,408 Trademark 10.0 166 (50 ) — 116 $ 25,470 $ (7,594 ) $ (28 ) $ 17,848 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Amortization expense related to intangible assets for the fiscal years ending is estimated to be as follows: Twelve Months Ending July 31, 2017 $ 2,262 2018 2,161 2019 1,821 2020 1,708 2021 1,705 Thereafter 8,191 $ 17,848 |
Financing Arrangements (Tables)
Financing Arrangements (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | Debt consists of the following: July 31, October 31, 2015 Credit Agreement—interest rate of 4.92% at July 31, 2016 and 4.44% at October 31, 2015 $ 254,700 $ 293,300 Equipment security note 1,121 1,496 Capital lease obligations 4,810 5,434 Insurance broker financing agreement — 723 Total debt 260,631 300,953 Less: Current debt 1,407 2,080 Total long-term debt $ 259,224 $ 298,873 |
Schedule of Maturities of Debt [Table Text Block] | Scheduled repayments of debt for the next five years are listed below: Twelve Months Ending July 31, Credit Agreement Equipment Security Note Capital Lease Obligations Total 2017 $ — $ 510 $ 897 $ 1,407 2018 — 523 881 1,404 2019 — 88 741 829 2020 254,700 — 393 255,093 2021 — — 1,898 1,898 Total $ 254,700 $ 1,121 $ 4,810 $ 260,631 |
Components of Net Periodic Bene
Components of Net Periodic Benefit Cost (Table) | 9 Months Ended |
Jul. 31, 2016 | |
Defined Benefit Pension Plans and Defined Benefit Postretirement Plans Disclosure [Abstract] | |
Schedule of Costs of Retirement Plans [Table Text Block] | The components of net periodic benefit cost for the three and nine months ended July 31, 2016 and 2015 are as follows: Pension Benefits Other Post-Retirement Benefits Three Months Ended July 31, Three Months Ended July 31, 2016 2015 2016 2015 Interest cost $ 892 $ 866 $ 4 $ 6 Expected return on plan assets (1,142 ) (1,174 ) — — Amortization of net actuarial loss 310 297 3 7 Net periodic (benefit) cost $ 60 $ (11 ) $ 7 $ 13 Pension Benefits Other Post-Retirement Benefits Nine Months Ended July 31, Nine Months Ended July 31, 2016 2015 2016 2015 Interest cost $ 2,675 $ 2,599 $ 12 $ 18 Expected return on plan assets (3,426 ) (3,523 ) — — Amortization of net actuarial loss 930 890 9 21 Net periodic (benefit) cost $ 179 $ (34 ) $ 21 $ 39 |
Equity Matters (Tables)
Equity Matters (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Equity [Abstract] | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | The Compensation Committee of our Board of Directors approved the grant of restricted stock and restricted stock units under both the Amended and Restated 1993 Key Employee Stock Incentive Program and the 2016 Equity and Incentive Compensation Plan shown in the table below during the nine months ended July 31, 2016 : Granted 20-Day EMA Restricted Stock (1) 312,250 $4.30 Restricted Stock Units (2) 21,539 $4.17 |
Schedule of share based compensation activity | Company’s Incentive Plan activity for the nine months ended July 31, 2016 and 2015 : Stock Options Restricted Stock Restricted Stock Units Outstanding at: Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life Restricted Shares 20 Day EMA (1) Weighted Average Remaining Contractual Life Restricted Share Units 20 Day EMA (1) November 1, 2014 123,333 $9.69 5.15 116,881 $16.81 2.58 — — Granted — — 23,332 $14.17 — — Options exercised or restricted stock vested (19,317 ) $8.19 (48,129 ) $16.70 — — Forfeited or expired (11,350 ) $11.58 (6,750 ) $20.64 — — July 31, 2015 92,666 $9.77 4.26 85,334 $15.84 1.81 — — November 1, 2015 90,666 $9.70 4.10 124,255 $13.77 2.28 — — Granted — — 312,250 $4.30 21,539 $4.17 Options exercised or restricted stock vested — — (25,958 ) $16.53 — — Forfeited or expired (1,000 ) $12.04 (5,817 ) $5.71 — — July 31, 2016 89,666 $9.67 3.34 404,730 $6.40 2.00 21,539 $4.17 (1) 20-day EMA effective with commencement of the 2016 Plan on March 9, 2016. |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award | The Company recorded stock compensation expense related to stock options, restricted stock and restricted stock units during the three and nine months ended July 31, 2016 and 2015 as follows: Three Months Ended July 31, Nine Months Ended July 31, 2016 2015 2016 2015 Stock options $ — $ — $ — $ 15 Restricted stock 319 309 761 836 Restricted stock units 14 — 23 — Total $ 333 $ 309 $ 784 $ 851 |
Reconciliation of the numerator and denominator of earnings per share | The following is a reconciliation of the numerator and denominator of the basic and diluted earnings per share computation for net income per share: (Shares in thousands) Three Months Ended July 31, Nine Months Ended July 31, 2016 2015 2016 2015 Net income (loss) available to common stockholders $ (349 ) $ 1,981 $ (2,351 ) $ 10,777 Basic weighted average shares 17,614 17,227 17,614 17,220 Effect of dilutive securities: Stock options — 19 — 27 Diluted weighted average shares 17,614 17,246 17,614 17,247 Basic income (loss) per share $ (0.02 ) $ 0.11 $ (0.13 ) $ 0.63 Diluted income (loss) per share $ (0.02 ) $ 0.11 $ (0.13 ) $ 0.62 |
Fair Value of Financial Instr29
Fair Value of Financial Instruments Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Liabilities Measured on Recurring Basis [Table Text Block] | Assets and liabilities remeasured and disclosed at fair value on a recurring basis at July 31, 2016 and October 31, 2015 are set forth in the table below: Asset (Liability) Level 2 Valuation Technique October 31, 2015: Interest Rate Swap Contracts $ (4,989 ) $ (4,989 ) Income Approach Marketable Securities 356 356 Income Approach July 31, 2016: Interest Rate Swap Contracts (6,087 ) (6,087 ) Income Approach Marketable Securities $ 124 $ 124 Income Approach |
Accumulated Other Comprehensi30
Accumulated Other Comprehensive Loss Amounts Recognized Into Other Comprehensive Loss (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | |
Schedule of Amounts Recognized in Other Comprehensive Income (Loss) | ote 13—Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive loss in stockholders' equity by component for the three months ended July 31, 2016 is as follows: Pension and Post Retirement Plan Liability Marketable Securities Adjustment Interest Rate Swap Adjustment (1) Foreign Currency Translation Adjustment (2) Accumulated Other Comprehensive Loss Balance at April 30, 2016 $ (28,413 ) $ (461 ) $ (3,646 ) $ (15,687 ) $ (48,207 ) Other comprehensive income (loss) 198 (38 ) (666 ) (2,655 ) (3,161 ) Amounts reclassified from accumulated other comprehensive loss — — 436 218 654 Net current-period other comprehensive income (loss) 198 (38 ) (230 ) (2,437 ) (2,507 ) Balance at July 31, 2016 $ (28,215 ) $ (499 ) $ (3,876 ) $ (18,124 ) $ (50,714 ) Changes in accumulated other comprehensive loss in stockholders' equity by component for the nine months ended July 31, 2016 is as follows: Pension and Post Retirement Plan Liability Marketable Securities Adjustment Interest Rate Swap Adjustment (1) Foreign Currency Translation Adjustment (2) Accumulated Other Comprehensive Loss Balance at October 31, 2015 $ (28,809 ) $ (341 ) $ (3,176 ) $ (17,723 ) $ (50,049 ) Other comprehensive income (loss) 594 (158 ) (1,802 ) (768 ) (2,134 ) Amounts reclassified from accumulated other comprehensive loss — — 1,102 367 1,469 Net current-period other comprehensive income (loss) 594 (158 ) (700 ) (401 ) (665 ) Balance at July 31, 2016 $ (28,215 ) $ (499 ) $ (3,876 ) $ (18,124 ) $ (50,714 ) (1) Amounts reclassified from accumulated other comprehensive loss, net of tax are classified with interest expense included in the statements of operations. (2) Amounts reclassified from accumulated other comprehensive loss, net of tax are classified with foreign currency translation included in the statements of operations. |
Business Segment Information Bu
Business Segment Information Business Segment Information (Tables) | 9 Months Ended |
Jul. 31, 2016 | |
Segments, Geographical Areas [Abstract] | |
Revenue from External Customers by Geographic Areas [Table Text Block] | Revenues of foreign geographic regions are attributed to external customers based upon the location of the entity recording the sale. These foreign revenues represent 16.6% and 16.9% for the three and nine months ended July 31, 2016 , respectively, and 15.0% and 16.1% for the three and nine months ended July 31, 2015 , respectively. Three Months Ended July 31, Nine Months Ended July 31, Revenues Revenues Geographic Region: 2016 2015 2016 2015 United States $ 207,485 $ 226,038 $ 651,526 $ 658,326 Europe $ 32,766 $ 30,387 $ 105,571 $ 96,154 Rest of World $ 8,581 $ 9,646 $ 27,054 $ 29,756 Total Company $ 248,832 $ 266,071 $ 784,151 $ 784,236 |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Three Months Ended July 31, Nine Months Ended July 31, Foreign Currency (Gain) Loss Foreign Currency (Gain) Loss Geographic Region: 2016 2015 2016 2015 Europe $ 230 $ 206 $ 189 $ (622 ) Rest of World $ 245 $ (146 ) $ 258 $ (193 ) The foreign currency (gain) loss is included as a component of other (income) expense in the condensed consolidated statements of operations. |
Long-lived Assets by Geographic Areas [Table Text Block] | Long-lived assets consist primarily of net property, plant and equipment, goodwill and intangibles. Long-Lived Assets Geographic Region: July 31, 2016 October 31, 2015 United States $ 261,206 $ 276,407 Europe $ 50,405 $ 43,166 Rest of World $ 20,217 $ 20,582 Total Company $ 331,828 $ 340,155 |
Basis of Presentation Prior Per
Basis of Presentation Prior Period Reclassification (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Jul. 31, 2015 | Jul. 31, 2015 | Oct. 31, 2015 | |
Cost of Sales [Member] | |||
Prior Period Reclassification Adjustment | $ 9,130 | $ 28,049 | |
Prepaid Expenses and Other Current Assets [Member] | |||
Prior Period Reclassification Adjustment | 31,616 | ||
Other Assets [Member] | |||
Prior Period Reclassification Adjustment | $ 1,879 | ||
Property, Plant and Equipment [Member] | |||
Prior Period Reclassification Adjustment | $ 7,433 |
Acquisitions Radar (Details)
Acquisitions Radar (Details) $ in Thousands | Jul. 31, 2016USD ($) |
Radar Industries [Member] | |
Business Acquisition [Line Items] | |
Business Combinations, Recognized Identifiable Assets Acquired And Liabilities Assumed, Cash In Escrow | $ 2,250 |
Related Party Receivables (Deta
Related Party Receivables (Details) - USD ($) $ in Thousands | Mar. 11, 2014 | Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | Oct. 31, 2015 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Related-party accounts receivable | $ 841 | $ 841 | $ 1,092 | |||
Total marketable securities, net of tax | (38) | $ (168) | (158) | $ (359) | ||
MTD Holdings Inc. [Member] | Significant Shareholder [Member] | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Revenue from Related Parties | 1,099 | 1,577 | 3,184 | 5,364 | ||
Related-party accounts receivable | 841 | 841 | $ 1,092 | |||
Velocys [Member] | Investee [Member] | ||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||||||
Revenue from Related Parties | $ 5 | $ 1,163 | $ 12 | $ 1,360 | ||
Payments to Acquire Marketable Securities | $ 2,000 | |||||
Marketable Securities | 1,527 | |||||
Premium Paid, Investments | $ 473 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Thousands | Jul. 31, 2016 | Oct. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw Materials | $ 26,082 | $ 31,864 |
Work-in-process | 17,011 | 10,994 |
Finished goods | 21,523 | 15,321 |
Total inventory | 64,616 | 58,179 |
Inventory Valuation Reserves | $ 3,196 | $ 2,347 |
Prepaid Expenses Prepaid Expe36
Prepaid Expenses Prepaid Expenses (Details) - USD ($) $ in Thousands | Jul. 31, 2016 | Oct. 31, 2015 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Tooling | [1] | $ 25,809 | $ 40,658 |
Prepaid other | 9,420 | 7,609 | |
Other Assets, Current | 58 | 0 | |
Total | $ 35,287 | $ 48,267 | |
[1] | (1) Customer reimbursements for the development of molds, dies and tools (collectively, "tooling") related to new program awards that go into production over the next twelve months. |
Property, Plant and Equipment (
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | Oct. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |||||
Land and improvements | $ 11,344 | $ 11,344 | $ 11,330 | ||
Buildings and improvements | 117,100 | 117,100 | 118,166 | ||
Machinery and equipment | 495,869 | 495,869 | 488,047 | ||
Furniture and fixtures | 18,299 | 18,299 | 13,901 | ||
Construction in Progress | 40,411 | 40,411 | 51,253 | ||
Total, at cost | 683,023 | 683,023 | 682,697 | ||
Less: Accumulated depreciation | 415,839 | 415,839 | 402,437 | ||
Property, plant and equipment, net | 267,184 | 267,184 | $ 280,260 | ||
Depreciation | $ 8,867 | $ 8,613 | $ 26,612 | $ 24,288 |
Property, Plant and Equipment C
Property, Plant and Equipment Capital Leases Included in Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Jul. 31, 2016 | Oct. 31, 2015 |
Property, Plant and Equipment [Abstract] | ||
Machinery and equipment | $ 7,295 | $ 7,019 |
Less: Accumulated depreciation | 1,626 | 1,142 |
Leased property, net | $ 5,669 | $ 5,877 |
Property, Plant and Equipment F
Property, Plant and Equipment Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Jul. 31, 2016 | Oct. 31, 2015 |
Future Capital Lease Payments [Line Items] | ||
2,017 | $ 1,407 | |
2,018 | 1,404 | |
2,019 | 829 | |
2,020 | 255,093 | |
2,021 | 1,898 | |
Long-term Debt | 255,821 | |
Plus amount representing interest ranging from 3.05% to 3.77% | 552 | |
Future minimum rental payments | $ 5,362 | |
Minimum [Member] | ||
Future Capital Lease Payments [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 3.05% | |
Maximum [Member] | ||
Future Capital Lease Payments [Line Items] | ||
Debt Instrument, Interest Rate, Stated Percentage | 3.77% | |
Capital Lease Obligations [Member] | ||
Future Capital Lease Payments [Line Items] | ||
2,017 | $ 897 | |
2,018 | 881 | |
2,019 | 741 | |
2,020 | 393 | |
2,021 | 1,898 | |
Long-term Debt | $ 4,810 | $ 5,434 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets Changes in carrying amount of goodwill (Details) $ in Thousands | 9 Months Ended |
Jul. 31, 2016USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill at beginning of period | $ 28,843 |
Foreign currency translation and other | (334) |
Goodwill at end of period | $ 28,509 |
Goodwill and Intangible Asset41
Goodwill and Intangible Assets Changes in carrying amount of finite-lived intangible assets (Details) $ in Thousands | 9 Months Ended |
Jul. 31, 2016USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible Assets, Net, Beginning of Period | $ 19,543 |
Amortization expense | (1,695) |
Foreign currency translation and other | 0 |
Intangible Assets, Net, End of Period | 17,848 |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible Assets, Net, Beginning of Period | 14,311 |
Amortization expense | (999) |
Foreign currency translation and other | 0 |
Intangible Assets, Net, End of Period | 13,312 |
Developed Technology Rights [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible Assets, Net, Beginning of Period | 3,540 |
Amortization expense | (579) |
Foreign currency translation and other | 0 |
Intangible Assets, Net, End of Period | 2,961 |
Noncompete Agreements [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible Assets, Net, Beginning of Period | 63 |
Amortization expense | (12) |
Foreign currency translation and other | 0 |
Intangible Assets, Net, End of Period | 51 |
Trade Names [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible Assets, Net, Beginning of Period | 1,500 |
Amortization expense | (92) |
Foreign currency translation and other | 0 |
Intangible Assets, Net, End of Period | 1,408 |
Trademarks [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Intangible Assets, Net, Beginning of Period | 129 |
Amortization expense | (13) |
Foreign currency translation and other | 0 |
Intangible Assets, Net, End of Period | $ 116 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | Oct. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Cost | $ 25,470 | $ 25,470 | |||
Accumulated Amortization | (7,594) | (7,594) | |||
Finite-Lived Intangible Asset, Translation Adjustments at period end | (28) | (28) | |||
Net | (17,848) | (17,848) | $ (19,543) | ||
Amortization of Intangible Assets | (566) | $ (486) | $ (1,695) | $ (1,795) | |
Customer Relationships [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 13 years 2 months 14 days | ||||
Cost | 17,598 | $ 17,598 | |||
Accumulated Amortization | (4,258) | (4,258) | |||
Finite-Lived Intangible Asset, Translation Adjustments at period end | (28) | (28) | |||
Net | (13,312) | $ (13,312) | (14,311) | ||
Developed Technology Rights [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 7 years 3 months 1 day | ||||
Cost | 5,007 | $ 5,007 | |||
Accumulated Amortization | (2,046) | (2,046) | |||
Net | (2,961) | $ (2,961) | (3,540) | ||
Noncompete Agreements [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 2 years 3 months 14 days | ||||
Cost | 824 | $ 824 | |||
Accumulated Amortization | (773) | (773) | |||
Net | (51) | $ (51) | (63) | ||
Trade Names [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 14 years 9 months 14 days | ||||
Cost | 1,875 | $ 1,875 | |||
Accumulated Amortization | (467) | (467) | |||
Net | (1,408) | $ (1,408) | (1,500) | ||
Trademarks [Member] | |||||
Finite-Lived Intangible Assets [Line Items] | |||||
Finite-Lived Intangible Asset, Useful Life | 10 years 14 days | ||||
Cost | 166 | $ 166 | |||
Accumulated Amortization | (50) | (50) | |||
Net | $ (116) | $ (116) | $ (129) |
Schedule of Amortization Expens
Schedule of Amortization Expense Next 5 Years (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | Oct. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||||
Amortization of Intangible Assets, Net of Translation adjustments | $ 566 | $ 486 | $ 1,695 | $ 1,795 | |
2,017 | 2,262 | 2,262 | |||
2,018 | 2,161 | 2,161 | |||
2,019 | 1,821 | 1,821 | |||
2,020 | 1,708 | 1,708 | |||
2,021 | 1,705 | 1,705 | |||
Thereafter | 8,191 | 8,191 | |||
Total Future Amortization | $ 17,848 | $ 17,848 | $ 19,543 |
Financing Balances at Period En
Financing Balances at Period End (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Jul. 31, 2016 | Oct. 31, 2015 | |
Debt Instrument [Line Items] | ||
Derivatives, Interest Rate Swap, Maturity | 5 years | |
Credit Agreement Interest Rate: | 4.92% | 4.44% |
Long-term Debt | $ 255,821 | |
Total Debt | 260,631 | $ 300,953 |
Debt, Current | 1,407 | 2,080 |
Long-term Debt | 259,224 | 298,873 |
Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 254,700 | 293,300 |
Notes Payable to Banks [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 1,121 | 1,496 |
Long-term Debt | 611 | |
Capital Lease Obligations [Member] | ||
Debt Instrument [Line Items] | ||
Long-term Debt | 4,810 | 5,434 |
Insurance Financing Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Short-term Debt | $ 0 | $ 723 |
Financing Arrangements (Details
Financing Arrangements (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||||
Jul. 31, 2016 | Apr. 30, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | Mar. 01, 2016 | Oct. 31, 2015 | Oct. 30, 2015 | Apr. 29, 2015 | Feb. 24, 2014 | |
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Interest Rate During Period | 4.83% | 2.67% | ||||||||
Letters of Credit Outstanding, Amount | $ 5,080 | $ 5,080 | ||||||||
Collateral Agreement | 65.00% | 65.00% | ||||||||
Long-term Debt | $ 255,821 | $ 255,821 | ||||||||
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 1,407 | 1,407 | ||||||||
Long-term Debt, Excluding Current Maturities | 259,224 | $ 259,224 | $ 298,873 | |||||||
Derivatives, Interest Rate Swap, Maturity | 5 years | |||||||||
Other Comprehensive Loss, Unrealized Loss on Derivatives Arising During Period, Net of Tax | (230) | $ 91 | $ (700) | $ (1,026) | ||||||
Interest Expense | 4,645 | 2,885 | 13,517 | 6,714 | ||||||
Lender Group Two [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of Credit Increase Minimum | $ 25,000 | |||||||||
Line of Credit Increase Maximum | 100,000 | |||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 360,000 | |||||||||
Line of Credit, Committed Reductions | $ 30,000 | |||||||||
Line of Credit Facility, Increase (Decrease) for Period, Description | $ 5,000 | |||||||||
Line of Credit Facility, Current Borrowing Capacity | $ 355,000 | |||||||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 95,220 | $ 95,220 | ||||||||
Minimum [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.05% | 3.05% | ||||||||
Maximum [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 3.77% | 3.77% | ||||||||
Maximum [Member] | Lender Group Two [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Line of Credit Facility, Capacity Available for Debt Issuance | $ 40,000 | |||||||||
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases | $ 50,000 | |||||||||
Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt | $ 254,700 | $ 254,700 | 293,300 | |||||||
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | $ 0 | $ 0 | ||||||||
Notes Payable to Banks [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 2.47% | 2.47% | ||||||||
Debt Instrument, Periodic Payment | $ 44 | |||||||||
Long-term Debt | $ 1,121 | 1,121 | 1,496 | |||||||
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 510 | 510 | ||||||||
Long-term Debt, Excluding Current Maturities | 611 | 611 | ||||||||
Capital Lease Obligations [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt | 4,810 | 4,810 | $ 5,434 | |||||||
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months | 897 | $ 897 | ||||||||
Interest Rate Swap [Member] | Lender Group Two [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Derivative, Notional Amount | $ 75,000 | |||||||||
Derivative, Fixed Interest Rate | 2.74% | |||||||||
Derivative, Notional Amount, Amount Per Base | $ 25,000 | |||||||||
Derivative, Incremental Amounts | $ 75,000 | $ 25,000 | ||||||||
London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | Lender Group Two [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 1.50% | |||||||||
London Interbank Offered Rate (LIBOR) [Member] | Maximum [Member] | Lender Group Two [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 4.00% | |||||||||
Base Rate [Member] | Minimum [Member] | Lender Group Two [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 0.50% | |||||||||
Base Rate [Member] | Maximum [Member] | Lender Group Two [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.00% | |||||||||
Fixed Rate Debt [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Long-term Debt | 1,121 | $ 1,121 | ||||||||
Cash Flow Hedging [Member] | Interest Rate Swap [Member] | Lender Group Two [Member] | Revolving Credit Facility [Member] | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Interest Expense | $ 436 | $ 108 | $ 1,102 | $ 108 |
Schedule of Debt Maturities (De
Schedule of Debt Maturities (Details) - USD ($) $ in Thousands | Jul. 31, 2016 | Oct. 31, 2015 |
2,017 | $ 1,407 | |
2,018 | 1,404 | |
2,019 | 829 | |
2,020 | 255,093 | |
2,021 | 1,898 | |
Long-term Debt | 255,821 | |
Total Debt | 260,631 | $ 300,953 |
Revolving Credit Facility [Member] | ||
2,017 | 0 | |
2,018 | 0 | |
2,019 | 0 | |
2,020 | 254,700 | |
2,021 | 0 | |
Long-term Debt | 254,700 | 293,300 |
Notes Payable to Banks [Member] | ||
2,017 | 510 | |
2,018 | 523 | |
2,019 | 88 | |
2,020 | 0 | |
2,021 | 0 | |
Long-term Debt | 1,121 | 1,496 |
Capital Lease Obligations [Member] | ||
2,017 | 897 | |
2,018 | 881 | |
2,019 | 741 | |
2,020 | 393 | |
2,021 | 1,898 | |
Long-term Debt | $ 4,810 | $ 5,434 |
Components of Net Periodic Be47
Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Pension Contributions | $ 950 | $ 950 | $ 2,820 | |
United States Pension Plans of US Entity, Defined Benefit [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | $ 892 | 866 | 2,675 | 2,599 |
Expected return on plan assets | (1,142) | (1,174) | (3,426) | (3,523) |
Recognized net actuarial net loss | 310 | 297 | 930 | 890 |
Net periodic (benefit) cost | 60 | (11) | 179 | (34) |
United States Postretirement Benefit Plans of US Entity, Defined Benefit [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | 4 | 6 | 12 | 18 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Recognized net actuarial net loss | 3 | 7 | 9 | 21 |
Net periodic (benefit) cost | $ 7 | $ 13 | $ 21 | $ 39 |
Pension and Other Post-Retire48
Pension and Other Post-Retirement Benefit Matters Non-U.S. Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Contributions by Employer | $ 950 | $ 950 | $ 2,820 | |
POLAND | Pension Plan [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Accumulated Benefit Obligation | $ 749 | 749 | ||
Defined Benefit Plan, Contributions by Employer | $ 26 | $ 29 | $ 78 | $ 87 |
Weighted Average Assumptions fo
Weighted Average Assumptions for Grants (Details) - $ / shares | 9 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | ||
Class of Stock [Line Items] | |||
Number of Shares Available for Grant | 1,500,000 | ||
Employee Stock Option and / or Stock Appreication Righs (SARs) [Member] | |||
Class of Stock [Line Items] | |||
Maximum Number of Shares Per Employee | 500,000 | ||
Restricted Stock, Restricted Stock Units (RSUs) and Performance Based Awards [Member] | |||
Class of Stock [Line Items] | |||
Maximum Number of Shares Per Employee | 350,000 | ||
Restricted Stock [Member] | |||
Class of Stock [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 312,250 | 23,332 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 4.30 | $ 14.17 | |
Restricted Stock Units (RSUs) [Member] | |||
Class of Stock [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 21,539 | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 4.17 | [1] | $ 0 |
[1] | (1) 20-day EMA effective with commencement of the 2016 Plan on March 9, 2016. |
Activity - Stock Option, Restri
Activity - Stock Option, Restricted Stock and Restricted Stock Units (Details) - $ / shares | 9 Months Ended | 12 Months Ended | |||
Jul. 31, 2016 | Jul. 31, 2015 | Oct. 31, 2015 | Oct. 31, 2014 | ||
Employee Stock Option [Member] | |||||
Number of Shares | |||||
Options, Outstanding Beginning of Period | 90,666 | 123,333 | 123,333 | ||
Granted | 0 | ||||
Exercised | 0 | (19,317) | |||
Canceled | (1,000) | (11,350) | |||
Options, Outstanding End of Period | 89,666 | 92,666 | 90,666 | 123,333 | |
Weighted-Average Exercise Price | |||||
Options, Outstanding, Beginning of Period, Weighted Average Exercise Price Per Share | $ 9.70 | $ 9.69 | $ 9.69 | ||
Granted, Weighted Average Exercise Price Per Share | 0 | ||||
Exercised, Weighted Average Exercise Price Per Share | 0 | 8.19 | |||
Forfeitures and Expirations in Period, Weighted Average Exercise Price | 12.04 | 11.58 | |||
Options, Outstanding, End of Period, Weighted Average Exercise Price Per Share | $ 9.67 | $ 9.77 | $ 9.70 | $ 9.69 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 3 years 4 months 1 day | 4 years 3 months 4 days | 4 years 1 month 6 days | 5 years 1 month 25 days | |
Restricted Stock [Member] | |||||
Weighted Average Grant Date Fair Value Restricted Stock and RSUs | |||||
Nonvested, Beginning of Period | 124,255 | 116,881 | 116,881 | ||
Stock, Granted | 312,250 | 23,332 | |||
Stock, Vested | (25,958) | (48,129) | |||
Stock, Forfeited | (5,817) | (6,750) | |||
Nonvested, End of Period | 404,730 | 85,334 | 124,255 | 116,881 | |
Nonvested, Weighted Average Grant Date Fair Value, Beginning of Period | $ 13.77 | $ 16.81 | $ 16.81 | ||
Granted, Weighted Average Grant Date Fair Value | 4.30 | 14.17 | |||
Vested, Weighted Average Grant Date Fair Value | 16.53 | 16.70 | |||
Forfeited, Weighted Average Grant Date Fair Value | 5.71 | 20.64 | |||
Nonvested, Weighted Average Grant Date Fair Value, End of Period | $ 6.40 | $ 15.84 | $ 13.77 | $ 16.81 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 2 years | 1 year 9 months 21 days | 2 years 3 months 10 days | 2 years 6 months 30 days | |
Restricted Stock Units (RSUs) [Member] | |||||
Weighted Average Grant Date Fair Value Restricted Stock and RSUs | |||||
Nonvested, Beginning of Period | 0 | 0 | 0 | ||
Stock, Granted | 21,539 | 0 | |||
Stock, Vested | 0 | 0 | |||
Stock, Forfeited | 0 | 0 | |||
Nonvested, End of Period | 21,539 | 0 | 0 | 0 | |
Nonvested, Weighted Average Grant Date Fair Value, Beginning of Period | $ 0 | $ 0 | $ 0 | ||
Granted, Weighted Average Grant Date Fair Value | 4.17 | [1] | 0 | ||
Vested, Weighted Average Grant Date Fair Value | 0 | 0 | |||
Forfeited, Weighted Average Grant Date Fair Value | 0 | 0 | |||
Nonvested, Weighted Average Grant Date Fair Value, End of Period | $ 4.17 | [1] | $ 0 | $ 0 | $ 0 |
[1] | (1) 20-day EMA effective with commencement of the 2016 Plan on March 9, 2016. |
Stock Compensation Expense (Det
Stock Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | |
Class of Stock [Line Items] | ||||
Compensation Expense Recognized | $ 333 | $ 309 | $ 784 | $ 851 |
Employee Stock Option [Member] | ||||
Class of Stock [Line Items] | ||||
Compensation Expense Recognized | 0 | 0 | 0 | 15 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | 183 | 244 | 183 | 244 |
Restricted Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Compensation Expense Recognized | 319 | 309 | 761 | 836 |
Compensation Cost, Nonvested Awards, Not yet Recognized | 1,827 | 1,827 | ||
Restricted Stock Units (RSUs) [Member] | ||||
Class of Stock [Line Items] | ||||
Compensation Expense Recognized | 14 | $ 0 | 23 | $ 0 |
Compensation Cost, Nonvested Awards, Not yet Recognized | $ 62 | $ 62 |
Reconciliation of Numerator and
Reconciliation of Numerator and Denominator of the basic and diluted earnings per share computation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | |
Equity [Abstract] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 360 | 120 | ||
Net income (loss) | $ (349) | $ 1,981 | $ (2,351) | $ 10,777 |
Basic weighted average shares | 17,614 | 17,227 | 17,614 | 17,220 |
Effect of dilutive securities: | ||||
Stock options | 0 | 19 | 0 | 27 |
Diluted weighted average shares | 17,614 | 17,246 | 17,614 | 17,247 |
Basic earnings (loss) per share | $ (0.02) | $ 0.11 | $ (0.13) | $ 0.63 |
Diluted earnings (loss) per share | $ (0.02) | $ 0.11 | $ (0.13) | $ 0.62 |
Fair Value of Financial Instr53
Fair Value of Financial Instruments Fair Value of Assets and Liabilities Measured on a Recurring and Nonrecurring Basis (Details) - Fair Value, Measurements, Recurring [Member] - Fair Value, Inputs, Level 2 [Member] - USD ($) $ in Thousands | Jul. 31, 2016 | Oct. 31, 2015 |
Interest Rate Swap [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest Rate Swap Contracts | $ (6,087) | $ (4,989) |
Available-for-sale Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest Rate Swap Contracts | $ 124 | $ 356 |
Accumulated Other Comprehensi54
Accumulated Other Comprehensive Loss Amounts Recognized Into Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Jul. 31, 2016 | Jul. 31, 2016 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | $ 140,915 | ||
Ending Balance | $ 138,668 | 138,668 | |
Pension and Post Retirement Plan Liability [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | (28,413) | (28,809) | |
Other comprehensive income (loss) | 198 | 594 | |
Net current-period other comprehensive income (loss) | 198 | 594 | |
Ending Balance | (28,215) | (28,215) | |
Marketable Securities [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | (461) | (341) | |
Other comprehensive income (loss) | (38) | (158) | |
Net current-period other comprehensive income (loss) | (38) | (158) | |
Ending Balance | (499) | (499) | |
Interest Rate Swap Adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | (3,646) | (3,176) | |
Other comprehensive income (loss) | (666) | (1,802) | |
Amounts reclassified from accumulated other comprehensive loss | 436 | 1,102 | [1] |
Net current-period other comprehensive income (loss) | (230) | (700) | |
Ending Balance | (3,876) | (3,876) | |
Accumulated Translation Adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | (15,687) | (17,723) | |
Other comprehensive income (loss) | (2,655) | (768) | |
Amounts reclassified from accumulated other comprehensive loss | 218 | 367 | [2] |
Net current-period other comprehensive income (loss) | (2,437) | (401) | |
Ending Balance | (18,124) | (18,124) | |
AOCI Attributable to Parent [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Beginning Balance | (48,207) | (50,049) | |
Other comprehensive income (loss) | (3,161) | (2,134) | |
Amounts reclassified from accumulated other comprehensive loss | 654 | 1,469 | |
Net current-period other comprehensive income (loss) | (2,507) | (665) | |
Ending Balance | $ (50,714) | $ (50,714) | |
[1] | (1) Amounts reclassified from accumulated other comprehensive loss, net of tax are classified with interest expense included in the statements of operations. | ||
[2] | (2) Amounts reclassified from accumulated other comprehensive loss, net of tax are classified with foreign currency translation included in the statements of operations. |
Business Segment Information 55
Business Segment Information Business Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Jul. 31, 2016 | Jul. 31, 2015 | Jul. 31, 2016 | Jul. 31, 2015 | Oct. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||
Revenue, Net | $ 248,832 | $ 266,071 | $ 784,151 | $ 784,236 | |
Long-Lived Assets | 331,828 | 331,828 | $ 340,155 | ||
UNITED STATES | Reportable Geographical Components [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue, Net | 207,485 | 226,038 | 651,526 | 658,326 | |
Long-Lived Assets | 261,206 | 261,206 | 276,407 | ||
Europe [Member] | Reportable Geographical Components [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue, Net | 32,766 | 30,387 | 105,571 | 96,154 | |
Foreign Currency Transaction Gain, before Tax | 230 | 206 | 189 | (622) | |
Long-Lived Assets | 50,405 | 50,405 | 43,166 | ||
Rest of World [Member] | Reportable Geographical Components [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue, Net | 8,581 | 9,646 | 27,054 | 29,756 | |
Foreign Currency Transaction Gain, before Tax | 245 | $ (146) | 258 | $ (193) | |
Long-Lived Assets | $ 20,217 | $ 20,217 | $ 20,582 | ||
Sales [Member] | Non-US [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Concentration Risk, Percentage | 16.60% | 15.00% | 16.90% | 16.10% |