Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
Nov. 02, 2014 | Dec. 17, 2014 | 4-May-14 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | FALSE | ||
Document Period End Date | 2-Nov-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | NCI BUILDING SYSTEMS INC | ||
Entity Central Index Key | 883902 | ||
Current Fiscal Year End Date | 9 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $472,671,351 | ||
Trading Symbol | NCS | ||
Entity Common Stock, Shares Outstanding | 73,552,346 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | |||
Sales | $1,370,540 | $1,308,395 | $1,154,010 | |||
Cost of sales, excluding gain on insurance recovery and asset impairments (recoveries), net | 1,080,027 | 1,033,374 | 898,001 | |||
Gain on insurance recovery | -1,311 | -1,023 | 0 | |||
Asset impairments (recoveries), net | 0 | 0 | -9 | |||
Gross profit | 291,824 | 276,044 | 256,018 | |||
Engineering, selling, general and administrative expenses | 261,730 | 256,856 | 219,340 | |||
Strategic development and acquisition related costs | 4,998 | 0 | 4,989 | |||
Income from operations | 25,096 | 19,188 | 31,689 | |||
Interest income | 126 | 131 | 112 | |||
Interest expense | -12,455 | -20,988 | -16,827 | |||
Debt extinguishment costs, net | 0 | -21,491 | -6,437 | |||
Other income (expense), net | -92 | 1,421 | 460 | |||
Income (loss) before income taxes | 12,675 | -21,739 | 8,997 | |||
Provision (benefit) for income taxes | 1,490 | -8,854 | 4,084 | |||
Net income (loss) | 11,185 | -12,885 | 4,913 | |||
Convertible preferred stock dividends and accretion | 0 | 0 | 16,352 | |||
Convertible preferred stock beneficial conversion feature | 0 | 0 | 11,878 | |||
Convertible preferred stock amendment | 0 | 0 | 48,803 | |||
Net income allocated to participating securities | -100 | 0 | 0 | |||
Net income (loss) applicable to common shares | $11,085 | [1] | ($12,885) | [1] | ($72,120) | [1] |
Income (loss) per common share: | ||||||
Basic (in dollars per share) | $0.15 | ($0.29) | ($3.81) | |||
Diluted (in dollars per share) | $0.15 | ($0.29) | ($3.81) | |||
Denominator for Basic and Diluted Earnings (Loss) Per Common Share: | ||||||
Basic (in shares) | 73,079 | 44,761 | 18,932 | |||
Diluted (in shares) | 74,709 | 44,761 | 18,932 | |||
[1] | Net income (loss) applicable to common shares includes an allocation of earnings to participating securities. Participating securities consist of the Convertible Preferred Stock, as defined below, for the period prior to its conversion to Common Stock of the Company and the unvested restricted Common Stock related to our Incentive Plan. These participating securities do not have a contractual obligation to share in losses; therefore, no losses were allocated in fiscal 2013 or 2012. The Convertible Preferred Stock was converted into shares of our Common Stock in the third quarter of fiscal 2013. The Unvested Common Stock related to our Incentive Plan was allocated earnings in fiscal 2014. |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Comprehensive income (loss): | |||
Net income (loss) | $11,185 | ($12,885) | $4,913 |
Other comprehensive income (loss), net of tax: | |||
Foreign exchange translation losses and other (net of income tax of $0 in 2014, 2013 and 2012) | -367 | -137 | -12 |
Unrecognized actuarial gains (losses) on pension obligation (net of income tax of $2,453 in 2014, $(1,414) in 2013 and $665 in 2012) | -3,936 | 2,269 | -1,066 |
Gains (losses) in fair value of foreign currency derivative (net of income tax of $37 in 2012) | 0 | 0 | -5 |
Other comprehensive income (loss) | -4,303 | 2,132 | -1,083 |
Comprehensive income (loss) | $6,882 | ($10,753) | $3,830 |
CONSOLIDATED_STATEMENTS_OF_COM1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) [Parenthetical] (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Foreign exchange translation losses and other | $0 | $0 | $0 |
Unrecognized actuarial gains (losses) on pension obligation | 2,453 | -1,414 | 665 |
Gains (losses) in fair value of foreign currency derivative | $37 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Nov. 02, 2014 | Nov. 03, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $66,651 | $77,436 |
Accounts receivable, net | 136,923 | 135,368 |
Inventories, net | 131,497 | 122,105 |
Deferred income taxes | 21,447 | 27,736 |
Income tax receivable | 0 | 1,112 |
Investments in debt and equity securities, at market | 5,549 | 4,892 |
Prepaid expenses and other | 22,773 | 19,300 |
Assets held for sale | 5,690 | 2,879 |
Total current assets | 390,530 | 390,828 |
Property, plant and equipment, net | 244,714 | 260,918 |
Goodwill | 75,226 | 75,226 |
Intangible assets, net | 44,923 | 48,975 |
Deferred financing costs, net | 3,290 | 4,316 |
Total assets | 758,683 | 780,263 |
Current liabilities: | ||
Current portion of long-term debt | 2,384 | 2,384 |
Note payable | 418 | 613 |
Accounts payable | 118,164 | 144,553 |
Accrued compensation and benefits | 50,666 | 40,954 |
Accrued interest | 1,820 | 1,844 |
Other accrued expenses | 72,259 | 61,266 |
Total current liabilities | 245,711 | 251,614 |
Long-term debt, net | 233,003 | 235,391 |
Deferred income taxes | 20,219 | 32,185 |
Other long-term liabilities | 13,208 | 8,315 |
Total long-term liabilities | 266,430 | 275,891 |
Stockholders' Equity: | ||
Common stock, $.01 par value, 100,000,000 shares authorized; 73,769,095 and 74,793,249 shares issued in 2014 and 2013, respectively; and 73,530,295 and 74,785,726 shares outstanding in 2014 and 2013, respectively | 737 | 748 |
Additional paid-in capital | 630,297 | 639,297 |
Accumulated deficit | -371,550 | -382,735 |
Accumulated other comprehensive loss, net | -8,739 | -4,436 |
Treasury stock, at cost (238,800 and 7,523 shares in 2014 and 2013, respectively) | -4,203 | -116 |
Total stockholders’ equity | 246,542 | 252,758 |
Total liabilities and stockholders’ equity | $758,683 | $780,263 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS [Parenthetical] (USD $) | Nov. 02, 2014 | Nov. 03, 2013 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 73,769,095 | 74,793,249 |
Common stock, shares outstanding | 73,530,295 | 74,785,726 |
Treasury stock, shares | 238,800 | 7,523 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Cash flows from operating activities: | |||
Net income (loss) | $11,185 | ($12,885) | $4,913 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 35,876 | 36,009 | 29,602 |
Amortization of deferred financing costs and debt discount | 1,076 | 3,266 | 4,238 |
Share-based compensation expense | 10,168 | 14,900 | 9,298 |
Non-cash debt extinguishment costs | 0 | 17,582 | 6,437 |
Loss (gain) on sale of property, plant and equipment | 123 | -3 | -565 |
Gain on insurance recovery | -1,311 | -1,023 | 0 |
(Recovery of) provision for doubtful accounts | 256 | 1,679 | -109 |
(Benefit) provision for deferred income taxes | -3,423 | -9,612 | 2,177 |
Excess tax benefits from share-based compensation arrangements | -538 | -977 | -2 |
Changes in operating assets and liabilities, net of effect of acquisitions: | |||
Accounts receivable | -1,811 | -3,572 | -16,719 |
Inventories | -9,391 | -16,090 | -9,108 |
Income tax receivable | 1,599 | -724 | 1,082 |
Prepaid expenses and other | -4,579 | -697 | -2,075 |
Accounts payable | -26,394 | 34,559 | 12,047 |
Accrued expenses | 19,949 | 2,121 | 6,506 |
Other, net | 781 | -391 | 0 |
Net cash provided by operating activities: | 33,566 | 64,142 | 47,722 |
Cash flows from investing activities: | |||
Acquisition, net of cash acquired | 0 | 0 | -140,991 |
Capital expenditures | -18,020 | -24,426 | -28,151 |
Proceeds from insurance | 1,311 | 1,023 | 0 |
Proceeds from sale of property, plant and equipment | 14 | 74 | 2,992 |
Net cash used in investing activities: | -16,695 | -23,329 | -166,150 |
Cash flows from financing activities: | |||
Decrease in restricted cash | 0 | 1,375 | 1,461 |
Proceeds from stock options exercised | 0 | 674 | 0 |
Excess tax benefits from share-based compensation arrangements | 538 | 977 | 2 |
Proceeds from Amended ABL facility | 72,000 | 57,000 | 15,098 |
Payments on Amended ABL facility | -72,000 | -57,000 | -15,096 |
Proceeds from term loan | 0 | 0 | 237,499 |
Payments on term loan | -2,388 | -10,975 | -131,950 |
Payments on note payable | -1,590 | -1,722 | -1,536 |
Payment of financing costs | -51 | -6,265 | -9,399 |
Purchase of treasury stock | -23,798 | -2,462 | -1,529 |
Net cash provided by (used in) financing activities: | -27,289 | -18,398 | 94,550 |
Effect of exchange rate changes on cash and cash equivalents | -367 | -137 | 54 |
Net (decrease) increase in cash and cash equivalents | -10,785 | 22,278 | -23,824 |
Cash and cash equivalents at beginning of period | 77,436 | 55,158 | 78,982 |
Cash and cash equivalents at end of period | $66,651 | $77,436 | $55,158 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (USD $) | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock [Member] | |
In Thousands, except Share data | |||||||
Balance at Oct. 30, 2011 | [1] | ($35,690) | $200 | $237,968 | ($266,896) | ($5,485) | ($1,477) |
Balance (in shares) at Oct. 30, 2011 | [1] | 19,954,323 | -124,425 | ||||
Redeemable common stock | 834 | 1 | 833 | 0 | 0 | 0 | |
Redeemable common stock (in shares) | 61,831 | 0 | |||||
Treasury stock purchases | -1,529 | 0 | 0 | 0 | 0 | -1,529 | |
Treasury stock purchases (in shares) | 0 | -156,496 | |||||
Retirement of treasury shares | 0 | -3 | -2,977 | 0 | 0 | 2,980 | |
Retirement of treasury shares (in shares) | -277,955 | 277,955 | |||||
Other transaction costs | -1,272 | 0 | -124 | -1,148 | 0 | 0 | |
Convertible Preferred Stock dividends and accretion | -16,353 | 0 | -16,353 | 0 | 0 | 0 | |
Convertible Preferred Stock extinguishment and reissuance | -329,647 | 0 | -222,928 | -106,719 | 0 | 0 | |
Issuance of restricted stock | 1 | 6 | -5 | 0 | 0 | 0 | |
Issuance of restricted stock (in shares) | 618,984 | 0 | |||||
Foreign exchange translation losses and other, net of taxes | -12 | 0 | 0 | 0 | -12 | 0 | |
Unrecognized actuarial losses on pension obligation | -1,066 | 0 | 0 | 0 | -1,066 | 0 | |
Losses in fair value of foreign currency derivative | -5 | 0 | 0 | 0 | -5 | 0 | |
Share-based compensation | 9,298 | 0 | 9,298 | 0 | 0 | 0 | |
Net income (loss) | 4,913 | 0 | 0 | 4,913 | 0 | 0 | |
Balance at Oct. 28, 2012 | -370,528 | 204 | 5,712 | -369,850 | -6,568 | -26 | |
Balance (in shares) at Oct. 28, 2012 | 20,357,183 | -2,966 | |||||
Conversion of Convertible Preferred Stock | 619,950 | 541 | 619,409 | 0 | 0 | 0 | |
Treasury stock purchases | -2,462 | 0 | -17 | 0 | 0 | -2,445 | |
Treasury stock purchases (in shares) | 0 | -175,044 | |||||
Retirement of treasury shares | 0 | -2 | -2,353 | 0 | 0 | 2,355 | |
Retirement of treasury shares (in shares) | -170,487 | 170,487 | |||||
Conversion of Convertible Preferred Stock (in shares) | 54,136,817 | 0 | |||||
Issuance of restricted stock | 0 | 4 | -4 | 0 | 0 | 0 | |
Issuance of restricted stock (in shares) | 393,594 | 0 | |||||
Stock options exercised | 674 | 1 | 673 | 0 | 0 | 0 | |
Stock options exercised (in shares) | 76,000 | 76,142 | 0 | ||||
Excess tax benefits from share-based compensation arrangements | 977 | 0 | 977 | 0 | 0 | 0 | |
Foreign exchange translation losses and other, net of taxes | -137 | 0 | 0 | 0 | -137 | 0 | |
Unrecognized actuarial losses on pension obligation | 2,269 | 0 | 0 | 0 | 2,269 | 0 | |
Share-based compensation | 14,900 | 0 | 14,900 | 0 | 0 | 0 | |
Net income (loss) | -12,885 | 0 | 0 | -12,885 | 0 | 0 | |
Balance at Nov. 03, 2013 | 252,758 | 748 | 639,297 | -382,735 | -4,436 | -116 | |
Balance (in shares) at Nov. 03, 2013 | 74,793,249 | -7,523 | |||||
Treasury stock purchases | -23,804 | 0 | 0 | 0 | 0 | -23,804 | |
Treasury stock purchases (in shares) | 0 | -1,381,277 | |||||
Retirement of treasury shares | 0 | -12 | -19,705 | 0 | 0 | 19,717 | |
Retirement of treasury shares (in shares) | -1,150,000 | 1,150,000 | |||||
Issuance of restricted stock | 0 | 1 | -1 | 0 | 0 | 0 | |
Issuance of restricted stock (in shares) | 125,846 | 0 | |||||
Excess tax benefits from share-based compensation arrangements | 538 | 0 | 538 | 0 | 0 | 0 | |
Foreign exchange translation losses and other, net of taxes | -367 | 0 | 0 | 0 | -367 | 0 | |
Unrecognized actuarial losses on pension obligation | -3,936 | 0 | 0 | 0 | -3,936 | 0 | |
Share-based compensation | 10,168 | 0 | 10,168 | 0 | 0 | 0 | |
Net income (loss) | 11,185 | 0 | 0 | 11,185 | 0 | 0 | |
Balance at Nov. 02, 2014 | $246,542 | $737 | $630,297 | ($371,550) | ($8,739) | ($4,203) | |
Balance (in shares) at Nov. 02, 2014 | 73,769,095 | -238,800 | |||||
[1] | Compared to the prior year presentation there was a correction related to the stock split effected on March 5, 2010 that resulted in a reclassification between Common Stock and Additional Paid-in Capital. |
NATURE_OF_BUSINESS_AND_PRINCIP
NATURE OF BUSINESS AND PRINCIPLES OF CONSOLIDATION | 12 Months Ended |
Nov. 02, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. NATURE OF BUSINESS AND PRINCIPLES OF CONSOLIDATION |
NCI Building Systems, Inc. (together with its subsidiaries, unless otherwise indicated, the “Company,” “we,” “us” or “our”) is North America’s largest integrated manufacturer and marketer of metal products for the nonresidential construction industry. We provide metal coil coating services and design, engineer, manufacture and market metal components and engineered building systems primarily used in nonresidential construction. We manufacture and distribute extensive lines of metal products for the nonresidential construction market under multiple brand names through a nationwide network of plants and distribution centers. We sell our products for both new construction and repair and retrofit applications. | |
On October 20, 2009, the Company issued and sold to Clayton, Dubilier & Rice Fund VIII, L.P. and CD&R Friends & Family Fund VIII, L.P. (together, the “CD&R Funds”), an aggregate of 250,000 shares of a newly created class of convertible preferred stock, par value $1.00 per share, of the Company, designated the Series B Cumulative Convertible Participating Preferred Stock (the “Convertible Preferred Stock,” and shares thereof, the “Preferred Shares”), initially representing approximately 68.4% of the voting power and common stock of the Company on an as-converted basis (such purchase and sale, the “Equity Investment”). | |
On May 14, 2013, the CD&R Funds, the holders of 339,293 Preferred Shares, delivered a formal notice requesting the conversion of all of their Preferred Shares into shares of our Common Stock (the “Conversion”). In connection with the Conversion request, we issued the CD&R Funds 54,136,817 shares of our Common Stock, representing 72.4% of the Common Stock of the Company then outstanding. Under the terms of the Preferred Shares, no consideration was required to be paid by the CD&R Funds to the Company in connection with the Conversion of the Preferred Shares. As a result of the Conversion, the CD&R Funds no longer have rights to default dividends as specified in the Certificate of Designations. | |
We use a 52/53 week year with our fiscal year end on the Sunday closest to October 31. The year end for fiscal 2014 is November 2, 2014. Fiscal 2013 had 53 weeks of operating activity compared to 52 weeks of activity in fiscal 2012 and 2014. | |
We have three operating segments: metal coil coating, metal components and engineered building systems. Operating segments are defined as components of an enterprise that engage in business activities and by which discrete financial information is available that is evaluated on a regular basis by the chief operating decision maker to make decisions about how to allocate resources to the segment and assess the performance of the segment. We market the products in each of our operating segments nationwide through a direct sales force and, in the case of our engineered building systems segment, through authorized builder networks. | |
Our consolidated financial statements include the accounts of the Company and all majority-owned subsidiaries. All intercompany accounts, transactions and profits arising from consolidated entities have been eliminated in consolidation. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Significant Accounting Policies [Text Block] | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||
(a) Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Examples include provisions for bad debts and inventory reserves and accruals for employee benefits, general liability insurance, warranties and certain contingencies. Actual results could differ from those estimates. | |||||||||||||
(b) Cash and Cash Equivalents. Cash equivalents are stated at cost plus accrued interest, which approximates fair value. Cash equivalents are highly liquid debt instruments with an original maturity of three months or less and may consist of time deposits with a number of commercial banks with high credit ratings, money market instruments, certificates of deposit and commercial paper. Our policy allows us to also invest excess funds in no-load, open-end, management investment trusts (“mutual funds”). The mutual funds invest exclusively in high quality money market instruments. As of November 2, 2014, our cash and cash equivalents were only invested in cash. | |||||||||||||
(c) Accounts Receivable and Related Allowance. We report accounts receivable net of the allowance for doubtful accounts. Trade accounts receivable are the result of sales of building systems, components and coating services to customers throughout the United States and affiliated territories, including international builders who resell to end users. Substantially all sales are denominated in U.S. dollars with the exception of sales at our Canadian operations which are denominated in Canadian dollars. Credit sales do not normally require a pledge of collateral; however, various types of liens may be filed to enhance the collection process. | |||||||||||||
We establish reserves for doubtful accounts on a customer by customer basis when we believe the required payment of specific amounts owed is unlikely to occur. In establishing these reserves, we consider changes in the financial position of a customer, availability of security, lien rights and bond rights as well as disputes, if any, with our customers. Our allowance for doubtful accounts reflects reserves for customer receivables to reduce receivables to amounts expected to be collected. We determine past due status as of the contractual payment date. Interest on delinquent accounts receivable is included in the trade accounts receivable balance and recognized as interest income when earned and collectability is reasonably assured. Uncollectible accounts are written off when a settlement is reached for an amount that is less than the outstanding historical balance or we have exhausted all collection efforts. The following table represents the rollforward of our uncollectible accounts for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 (in thousands): | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance | $ | 6,055 | $ | 6,000 | $ | 6,109 | |||||||
Provision for (recovery of) bad debts | 256 | 1,679 | 149 | ||||||||||
Amounts charged against allowance for bad debts, net of recoveries | -235 | (1,624 | ) | (258 | ) | ||||||||
Ending balance | $ | 6,076 | $ | 6,055 | $ | 6,000 | |||||||
(d) Inventories. Inventories are stated at the lower of cost or market value less allowance for inventory obsolescence, using First-In, First-Out Method (FIFO) for steel coils and other raw materials. | |||||||||||||
The components of inventory are as follows (in thousands): | |||||||||||||
November 2, | November 3, | ||||||||||||
2014 | 2013 | ||||||||||||
Raw materials | $ | 93,367 | $ | 87,567 | |||||||||
Work in process and finished goods | 38,130 | 34,538 | |||||||||||
$ | 131,497 | $ | 122,105 | ||||||||||
The following table represents the rollforward of reserve for obsolete materials and supplies activity for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 (in thousands): | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance | $ | 1,769 | $ | 1,521 | $ | 1,349 | |||||||
Provisions | 648 | 1,161 | 725 | ||||||||||
Dispositions | -674 | (913 | ) | (553 | ) | ||||||||
Ending balance | $ | 1,743 | $ | 1,769 | $ | 1,521 | |||||||
The principal raw material used in the manufacturing of our metal components and engineered building systems segments is steel which we purchase from multiple steel producers. | |||||||||||||
(e) Assets Held for Sale. We record assets held for sale at the lower of the carrying value or fair value less costs to sell. The following criteria are used to determine if property is held for sale: (i) management has the authority and commits to a plan to sell the property; (ii) the property is available for immediate sale in its present condition; (iii) there is an active program to locate a buyer and the plan to sell the property has been initiated; (iv) the sale of the property is probable within one year; (v) the property is being actively marketed at a reasonable sale price relative to its current fair value; and (vi) it is unlikely that the plan to sell will be withdrawn or that significant changes to the plan will be made. | |||||||||||||
In determining the fair value of the assets less cost to sell, we considered factors including current sales prices for comparable assets in the area, recent market analysis studies, appraisals and any recent legitimate offers. If the estimated fair value less cost to sell of an asset is less than its current carrying value, the asset is written down to its estimated fair value less cost to sell. During fiscal 2014, we reclassified $2.9 million of property, plant and equipment to assets held for sale related to an idled facility because this facility met the above criteria. The carrying value of assets held for sale is $5.7 million and $2.9 million at November 2, 2014 and November 3, 2013, respectively, and these amounts are included in the engineered building systems segment. All of these assets continue to be actively marketed for sale at November 2, 2014. | |||||||||||||
Due to uncertainties in the estimation process, it is reasonably possible that actual results could differ from the estimates used in our historical analyses. Our assumptions about property sales prices require significant judgment because the current market is highly sensitive to changes in economic conditions. We calculated the estimated fair values of assets held for sale based on current market conditions and assumptions made by management, which may differ from actual results and may result in additional impairments if market conditions deteriorate. During fiscal 2012, we recorded a gain of $0.6 million in cost of sales related to the final sale of certain assets held for sale within the engineered metal buildings segment. | |||||||||||||
(f) Property, Plant and Equipment and Leases. Property, plant and equipment are stated at cost and depreciated using the straight-line method over their estimated useful lives. Leasehold improvements are capitalized and amortized using the straight-line method over the shorter of their estimated useful lives or the term of the underlying lease. Computer software developed or purchased for internal use is depreciated using the straight-line method over its estimated useful life. Depreciation and amortization are recognized in cost of sales and engineering, selling, general and administrative expenses based on the nature and use of the underlying asset(s). Operating leases are expensed using the straight-line method over the term of the underlying lease. | |||||||||||||
Depreciation expense for fiscal 2014, 2013 and 2012 was $31.7 million, $32.0 million and $25.6 million, respectively. Of this depreciation expense, $8.2 million, $8.1 million and $6.3 million was related to software depreciation for fiscal 2014, 2013 and 2012. | |||||||||||||
Property, plant and equipment consists of the following (in thousands): | |||||||||||||
2-Nov-14 | 3-Nov-13 | ||||||||||||
Land | $ | 20,482 | $ | 22,406 | |||||||||
Buildings and improvements | 184,880 | 182,943 | |||||||||||
Machinery, equipment and furniture | 289,833 | 279,682 | |||||||||||
Transportation equipment | 2,943 | 2,907 | |||||||||||
Computer software and equipment | 103,454 | 98,890 | |||||||||||
Construction in progress | 17,854 | 26,068 | |||||||||||
619,446 | 612,896 | ||||||||||||
Less accumulated depreciation | -374,732 | (351,978 | ) | ||||||||||
$ | 244,714 | $ | 260,918 | ||||||||||
Estimated useful lives for depreciation are: | |||||||||||||
Buildings and improvements | 15 – 39 years | ||||||||||||
Machinery, equipment and furniture | 3 – 15 years | ||||||||||||
Transportation equipment | 4 – 10 years | ||||||||||||
Computer software and equipment | 3 – 7 years | ||||||||||||
We capitalize interest on capital invested in projects in accordance with ASC Topic 835, Interest. For fiscal 2014, 2013 and 2012, the total amount of interest capitalized was $0.2 million, $0.2 million and $0.9 million, respectively. Upon commencement of operations, capitalized interest, as a component of the total cost of the asset, is amortized over the estimated useful life of the asset. Certain construction in progress in the amount of $10.6 million is currently on hold but management believes it is probable that software in the amount of $0.8 million and machinery and equipment in the amount of $9.8 million will be completed and placed into service in the foreseeable future. | |||||||||||||
(g) Internally Developed Software. Internally developed software is stated at cost less accumulated amortization and is amortized using the straight-line method over its estimated useful life ranging from 3 to 7 years. Software assets are reviewed for impairment when events or circumstances indicate the carrying value may not be recoverable over the remaining lives of the assets. During the software application development stage, capitalized costs include external consulting costs, cost of software licenses and internal payroll and payroll related costs for employees who are directly associated with a software project. Upgrades and enhancements are capitalized if they result in added functionality which enable the software to perform tasks it was previously incapable of performing. Software maintenance, training, data conversion and business process reengineering costs are expensed in the period in which they are incurred. | |||||||||||||
(h) Goodwill and Other Intangible Assets. We review the carrying values of goodwill and identifiable intangibles whenever events or changes in circumstances indicate that such carrying values may not be recoverable and annually for goodwill and indefinite lived intangible assets as required by ASC Topic 350, Intangibles — Goodwill and Other. Unforeseen events, changes in circumstances, market conditions and material differences in the value of intangible assets due to changes in estimates of future cash flows could negatively affect the fair value of our assets and result in a non-cash impairment charge. Some factors considered important that could trigger an impairment review include the following: significant underperformance relative to expected historical or projected future operating results, significant changes in the manner of our use of acquired assets or the strategy for our overall business and significant negative industry or economic trends. | |||||||||||||
(i) Revenue Recognition. We recognize revenues when the following conditions are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. Generally, these criteria are met at the time product is shipped or services are complete. In instances where an order is partially shipped, we recognize revenue based on the relative sales value of the materials shipped. | |||||||||||||
(j) Equity Raising and Deferred Financing Costs. Equity raising costs are recorded as a reduction to additional paid in capital upon the execution of an equity transaction. Deferred financing costs are capitalized as incurred and amortized using the straight-line method which approximates the effective interest method over the expected life of the debt. At November 2, 2014 and November 3, 2013, the unamortized balance in deferred financing costs was $3.3 million and $4.3 million, respectively. | |||||||||||||
(k) Cost of sales. Cost of sales includes the cost of inventory sold during the period, including costs for manufacturing, inbound freight, receiving, inspection, warehousing, and internal transfers less vendor rebates. Costs associated with shipping and handling our products are included in cost of sales. Cost of sales is exclusive of asset impairments (recoveries), net and the gain on insurance recovery because these items are shown below cost of sales on our consolidated statement of operations. Purchasing costs and engineering and drafting costs are included in engineering, selling, general and administrative expense. Purchasing costs were $3.8 million, $2.6 million and $3.5 million and engineering and drafting costs were $44.9 million, $43.0 million and $41.1 million in each of fiscal 2014, 2013, and 2012, respectively. Approximately $3.0 million and $2.4 million of these engineering, selling, general and administrative costs were capitalized and remained in inventory at the end of fiscal 2014 and 2013, respectively. | |||||||||||||
(l) Warranty. We sell weathertightness warranties to our customers for protection from leaks in our roofing systems related to weather. These warranties range from two years to 20 years. We sell two types of warranties, standard and Single Sourcetm, and three grades of coverage for each. The type and grade of coverage determines the price to the customer. For standard warranties, our responsibility for leaks in a roofing system begins after 24 consecutive leak-free months. For Single Sourcetm warranties, the roofing system must pass our inspection before warranty coverage will be issued. Inspections are typically performed at three stages of the roofing project: (i) at the project start-up; (ii) at the project mid-point; and (iii) at the project completion. These inspections are included in the cost of the warranty. If the project requires or the customer requests additional inspections, those inspections are billed to the customer. Upon the sale of a warranty, we record the resulting revenue as deferred revenue, which is included in other accrued expenses in our consolidated balance sheets. See Note 9 — Warranty. | |||||||||||||
(m) Insurance. Group medical insurance is purchased through Blue Cross Blue Shield (“BCBS”). The plans include a Preferred Provider Organization (“PPO”) plan and an Exclusive Provider Organization (“EPO”) plan. These plans are managed-care plans utilizing networks to achieve discounts through negotiated rates with the providers within these networks. The claims incurred under these plans are self-funded for the first $300,000 of each claim. We purchase individual stop loss reinsurance to limit our claims liability to $300,000 per claim. BCBS administers all claims, including claims processing, utilization review and network access charges. | |||||||||||||
Insurance is purchased for workers compensation and employer liability, general liability, property and auto liability/auto physical damage. We utilize either deductibles or self-insurance retentions (“SIR”) to limit our exposure to catastrophic loss. The workers compensation insurance has a $500,000 per-occurrence deductible. The property and auto liability insurances have per-occurrence deductibles of $50,000 and $250,000, respectively. The general liability insurance has a $1,000,000 SIR. Umbrella insurance coverage is purchased to protect us against claims that exceed our per-occurrence or aggregate limits set forth in our respective policies. All claims are adjusted utilizing a third-party claims administrator and insurance carrier claims adjusters. | |||||||||||||
Each reporting period, we record the costs of our health insurance plan, including paid claims, an estimate of the change in incurred but not reported (“IBNR”) claims, taxes and administrative fees, when applicable, (collectively the “Plan Costs”) as general and administrative expenses in our Consolidated Statements of Operations. The estimated IBNR claims are based upon (i) a recent average level of paid claims under the plan, (ii) an estimated lag factor and (iii) an estimated growth factor to provide for those claims that have been incurred but not yet reported and paid. We use an actuary to determine the claims lag and estimated liability for IBNR claims. | |||||||||||||
For workers’ compensation costs, we monitor the number of accidents and the severity of such accidents to develop appropriate estimates for expected costs to provide both medical care and indemnity benefits, when applicable, for the period of time that an employee is incapacitated and unable to work. These accruals are developed using independent third-party actuarial estimates of the expected cost for medical treatment, and length of time an employee will be unable to work based on industry statistics for the cost of similar disabilities, to include statutory impairment ratings. For general liability and automobile claims, accruals are developed based on independent third-party actuarial estimates of the expected cost to resolve each claim, including damages and defense costs, based on legal and industry trends and the nature and severity of the claim. Accruals also include estimates for IBNR claims, and taxes and administrative fees, when applicable. Each reporting period, we record the costs of our workers’ compensation, general liability and automobile claims, including paid claims, an estimate of the change in IBNR claims, taxes and administrative fees as general and administrative expenses in our Consolidated Statements of Operations. | |||||||||||||
(n) Advertising Costs. Advertising costs are expensed as incurred. Advertising expense was $7.6 million, $6.6 million and $5.7 million in fiscal 2014, 2013 and 2012, respectively. | |||||||||||||
(o) Impairment of Long-Lived Assets. We assess impairment of property, plant and equipment in accordance with the provisions of ASC Topic 360, Property, Plant and Equipment. We assess the recoverability of the carrying amount of property, plant and equipment if certain events or changes in circumstances indicate that the carrying value of such assets may not be recoverable, such as a significant decrease in market value of the assets or a significant change in our business conditions. If we determine that the carrying value of an asset is not recoverable based on expected undiscounted future cash flows, excluding interest charges, we record an impairment loss equal to the excess of the carrying amount of the asset over its fair value. The fair value of assets is determined based on prices of similar assets adjusted for their remaining useful life. | |||||||||||||
(p) Share-Based Compensation. Compensation expense is recorded for restricted stock awards under the fair value method. In December 2013, we granted long-term incentive awards with performance conditions that will be paid 50% in cash and 50% in stock (“Performance Share Awards”). Compensation expense is recorded for Performance Share Awards based on the probable outcome of the performance conditions associated with the respective shares, as determined by management. On performance share unit awards, we applied a discount due to the required eighteen month holding period subsequent to vesting. We recorded the recurring pretax compensation expense relating to restricted stock awards, Performance Share Awards, stock options and performance share unit awards of $10.2 million, $14.9 million and $9.3 million for fiscal 2014, 2013 and 2012, respectively. | |||||||||||||
(q) Foreign Currency Re-measurement and Translation. In accordance ASC Topic 830, Foreign Currency Matters, the functional currency for our Mexico operations is the U.S. dollar. Adjustments resulting from the re-measurement of the local currency financial statements into the U.S. dollar functional currency, which uses a combination of current and historical exchange rates, are included in other income in the current period. Net foreign currency re-measurement gains (losses) were $(0.9) million, $(0.1) million and $(0.4) million for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012, respectively. | |||||||||||||
The functional currency for our Canadian operations is the Canadian dollar. Translation adjustments resulting from translating the functional currency financial statements into U.S. dollar equivalents are reported separately in accumulated other comprehensive income in stockholders’ equity. The net foreign currency gains (losses) included in other income for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 was $(0.2) million, $0.2 million and $0.3 million, respectively. Net foreign currency translation adjustment, net of tax, and included in other comprehensive income was $(0.4) million and $(0.1) million for the fiscal years ended November 2, 2014 and November 3, 2013, respectively, and was immaterial for the fiscal year ended October 28, 2012. | |||||||||||||
(r) Contingencies. We establish reserves for estimated loss contingencies and unasserted claims when we believe a loss is probable and the amount of the loss can be reasonably estimated. Our contingent liability reserves are related primarily to litigation and environmental matters. Revisions to contingent liability reserves are reflected in income in the period in which there are changes in facts and circumstances that affect our previous assumptions with respect to the likelihood or amount of loss. Reserves for contingent liabilities are based upon our assumptions and estimates regarding the probable outcome of the matter. We estimate the probable cost by evaluating historical precedent as well as the specific facts relating to each particular contingency (including the opinion of outside advisors, professionals and experts). Should the outcome differ from our assumptions and estimates or other events result in a material adjustment to the accrued estimated reserves, revisions to the estimated reserves for contingent liabilities would be required and would be recognized in the period the new information becomes known. | |||||||||||||
(s) Beneficial conversion features and dividend policy. Our Convertible Preferred Stock contained beneficial conversion features. Prior to the Amendment Agreement, discussed in Note 11, our policy was to recognize beneficial conversion feature charges on paid-in-kind dividends based on a daily dividend recognition and the daily closing stock price of our Common Stock. We believe this recognition policy was reasonable as our policy matched the legal transfer and conversion rights of the majority shareholder. | |||||||||||||
At any time prior to the Dividend Rate Reduction Event, if dividends were not declared in cash on the applicable dividend declaration date, the rate at which the dividends were payable was at least 12% per annum. Prior to the vote of the Dividend Payment Committee, the Company was obligated to the 12% dividend rate. Therefore, we accrued dividends based on the 12% rate and if and when we determined the dividends would be paid at a different rate due to either cash payment on the applicable dividend declaration date or obtaining a waiver, we recorded a subsequent benefit of the excess 4% accrual upon our board’s declaration of a cash dividend and reverse the beneficial conversion feature charge associated with such accrual. | |||||||||||||
(t) Income taxes. The determination of our provision for income taxes requires significant judgment, the use of estimates and the interpretation and application of complex tax laws. Our provision for income taxes reflects a combination of income earned and taxed in the various U.S. federal and state, Canadian federal and provincial as well as Mexican federal jurisdictions. Jurisdictional tax law changes, increases or decreases in permanent differences between book and tax items, accruals or adjustments of accruals for tax contingencies or valuation allowances, and the change in the mix of earnings from these taxing jurisdictions all affect the overall effective tax rate. | |||||||||||||
In assessing the realizability of deferred tax assets, we must consider whether it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. We consider all available evidence, both positive and negative, in determining whether a valuation allowance is required. Such evidence includes the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment, and judgment is required in considering the relative weight of negative and positive evidence. Our current year income tax provision includes a $2.7 million benefit for the release of a valuation allowance. During fiscal 2014, after evaluating historical and future financial trends in our Canadian operations, we determined that it is more likely than not that we will utilize all of our current tax loss carry-forwards, which if unused would begin to expire in 2026. At November 3, 2013, we had a full valuation allowance in the amount of $4.0 million on the deferred tax assets of Robertson Building Systems Ltd., our Canadian subsidiary. | |||||||||||||
(u) Reclassifications. Certain reclassifications have been made to the prior period amounts in our consolidated balance sheets, consolidated cash flows and notes to the consolidated financial statements to conform to the current presentation. The net effect of these reclassifications was not material to our consolidated financial statements. | |||||||||||||
ACCOUNTING_PRONOUNCEMENTS
ACCOUNTING PRONOUNCEMENTS | 12 Months Ended |
Nov. 02, 2014 | |
Accounting Changes and Error Corrections [Abstract] | |
Accounting Changes and Error Corrections [Text Block] | 3. ACCOUNTING PRONOUNCEMENTS |
Adopted Accounting Pronouncements | |
Presentation of Comprehensive Income Adoption | |
In February 2013, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, which requires that companies present, either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and the income statement line items affected by the reclassification. We adopted ASU 2013-02 in our first quarter in fiscal 2014. The adoption of ASU 2013-02 did not have any impact on our consolidated financial statements. | |
Recent Accounting Pronouncements | |
In July 2013, the FASB issued ASU 2013-11, Income Taxes (Topic 740): Presentation of Unrecognized Tax Benefit When a Net Operating Loss Carryforward, A Similar Tax Loss, or a Tax Credit Carryforward Exists (A Consensus of the FASB Emerging Issues Task Force). ASU 2013-11 requires an entity to present an unrecognized tax benefit as a reduction of a deferred tax asset for a net operating loss carryforward, or similar tax loss or tax credit carryforward, rather than as a liability when the uncertain tax position would reduce the net operating loss or other carryforward under the tax law of the applicable jurisdiction and the entity intends to use the deferred tax asset for that purpose. This amendment is effective prospectively for our first quarter in fiscal 2015 but allows optional retrospective adoption (for all periods presented). We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. | |
In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. ASU 2014-08 changes the requirement for reporting discontinued operations. A disposal of a component of an entity or a group of components of an entity will be required to be reported in discontinued operations if the disposal represents a strategic shift that has or will have a major effect on an entity’s operations and financial results when the entity or group of components of an entity meets the criteria to be classified as held for sale or when it is disposed of by sale or other than by sale. The update also requires additional disclosures about discontinued operations, a disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements, and an entity’s significant continuing involvement with a discontinued operation. This update is effective prospectively for our first quarter in fiscal 2016. Early adoption is permitted, but only for disposals (or classifications as held for sale) that have not been reported in previously issued financial statements. We are currently evaluating the potential impact of this authoritative guidance on our consolidated financial statements. | |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition, and most industry-specific guidance. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance is effective for our first quarter in fiscal 2018 under either full or modified retrospective adoption. Early application is not permitted. We are currently assessing the potential effects of these changes to our consolidated financial statements. | |
In June 2014, the FASB issued ASU 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. ASU 2014-12 requires that a performance target that affects vesting and could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in FASB Accounting Standards Codification 718, Compensation-Stock Compensation, as it relates to such awards. ASU 2014-12 is effective for our first quarter in fiscal 2017, with early adoption permitted. We do not expect that the adoption of this guidance will have a material impact on our consolidated financial statements. | |
GAIN_ON_INSURANCE_RECOVERY
GAIN ON INSURANCE RECOVERY | 12 Months Ended |
Nov. 02, 2014 | |
Gain On Insurance Recovery [Abstract] | |
Gain On Insurance Recovery [Text Block] | 4. GAIN ON INSURANCE RECOVERY |
On August 6, 2013, our metal coil coating segment facility in Jackson, Mississippi experienced a fire caused by an exhaust fan failure that damaged the roof and walls of two curing ovens. The ovens were repaired and operations resumed in September 2013. During the fiscal years ended November 2, 2014 and November 3, 2013, we received $1.3 million and $1.0 million from insurance proceeds, respectively, which have been separately stated as “Gain on insurance recovery” on our consolidated statement of operations. These insurance proceeds were used to purchase and install assets to rebuild the roof and walls of the affected assets. The new assets were capitalized and depreciated over their estimated useful life of 10 years. | |
GOODWILL_AND_OTHER_INTANGIBLE_
GOODWILL AND OTHER INTANGIBLE ASSETS | 12 Months Ended | ||||||||||||||||
Nov. 02, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Text Block] | 5. GOODWILL AND OTHER INTANGIBLE ASSETS | ||||||||||||||||
Our goodwill balance and changes in the carrying amount of goodwill by operating segment are as follows (in thousands): | |||||||||||||||||
Metal Coil | Metal | Engineered | Total | ||||||||||||||
Coating | Components | Building | |||||||||||||||
Systems | |||||||||||||||||
Balance as of October 28, 2012 | $ | — | $ | 71,546 | $ | 5,200 | $ | 76,746 | |||||||||
Finalization of purchase price allocation | — | (1,520 | ) | — | (1,520 | ) | |||||||||||
Balance as of November 2, 2014 and November 3, 2013 | $ | — | $ | 70,026 | $ | 5,200 | $ | 75,226 | |||||||||
On June 22, 2012, we completed the acquisition of Metl-Span LLC (“Metl-Span”), a Texas limited liability company (“the Metl-Span Acquisition”). Effective October 29, 2012, Metl-Span merged with and into NCI Group, Inc., with NCI Group, Inc. being the lone survivor. The purchase price was subject to a post-closing adjustment based on Metl-Span’s cash, working capital, indebtedness, transaction expenses and accrued employee bonuses at closing. As a result, the fair value of certain assets acquired and liabilities assumed were finalized during the third quarter of fiscal 2013, including the finalization of certain contingent assets and liabilities which resulted in a $1.5 million decrease in goodwill during the third quarter of fiscal 2013. | |||||||||||||||||
In accordance with ASC Topic 350, Intangibles — Goodwill and Other, goodwill is tested for impairment at least annually at the reporting unit level, which is defined as an operating segment or a component of an operating segment that constitutes a business for which financial information is available and is regularly reviewed by management. Management has determined that we have two reporting units for the purpose of allocating goodwill and the subsequent testing of goodwill for impairment. Our metal components and engineered building systems segments each have one reporting unit for the purpose of allocating goodwill. | |||||||||||||||||
At the beginning of the fourth quarter of each fiscal year, we perform an annual assessment of the recoverability of goodwill and indefinite lived intangibles. Additionally, we assess goodwill and indefinite lived intangibles for impairment whenever events or changes in circumstances indicate that such carrying values may not be recoverable. We completed our annual assessment of the recoverability of goodwill and indefinite lived intangibles in the fourth quarter of fiscal 2014 and we elected to apply the qualitative assessment for each of our reporting units and the indefinite lived intangibles as of August 4, 2014. Based on our assessment of these tests, we do not believe it is more likely than not that the fair value of the two reporting units or the indefinite lived intangibles are less than their respective carrying amounts. | |||||||||||||||||
The following table represents all our intangible assets activity for the fiscal years ended November 2, 2014 and November 3, 2013 (in thousands): | |||||||||||||||||
Range of Life | November 2, | November 3, | |||||||||||||||
(Years) | 2014 | 2013 | |||||||||||||||
Amortized intangible assets: | |||||||||||||||||
Cost: | |||||||||||||||||
Trade names | 15 | $ | 15,187 | $ | 15,187 | ||||||||||||
Customer lists and relationships | 12 – 15 | 30,310 | 30,310 | ||||||||||||||
Non-competition agreements | 5 – 10 | 8,132 | 8,132 | ||||||||||||||
Supplier relationships | 3 | 150 | 150 | ||||||||||||||
$ | 53,779 | $ | 53,779 | ||||||||||||||
Accumulated Amortization: | |||||||||||||||||
Trade names | $ | -5,073 | $ | (4,061 | ) | ||||||||||||
Customer lists and relationships | -9,040 | (6,660 | ) | ||||||||||||||
Non-competition agreements | -8,081 | (7,471 | ) | ||||||||||||||
Supplier relationships | -117 | (67 | ) | ||||||||||||||
$ | -22,311 | $ | (18,259 | ) | |||||||||||||
Net book value | $ | 31,468 | $ | 35,520 | |||||||||||||
Indefinite-lived intangible assets: | |||||||||||||||||
Trade names | $ | 13,455 | $ | 13,455 | |||||||||||||
Total intangible assets at net book value | $ | 44,923 | $ | 48,975 | |||||||||||||
The Star and Ceco trade name assets have an indefinite life and are not amortized, but are reviewed annually and tested for impairment. These trade names were determined to have indefinite lives due to the length of time the trade names have been in place, with some having been in place for decades. Our intentions are to maintain these trade names indefinitely. | |||||||||||||||||
All other intangible assets are amortized on a basis consistent with the expected future cash flows over their expected useful lives. As of November 2, 2014 and November 3, 2013, the weighted average amortization period for all our intangible assets was 13.3 years. | |||||||||||||||||
Amortization expense of intangibles was $4.1 million, $4.1 million and $4.0 million for fiscal 2014, 2013 and 2012, respectively. We expect to recognize amortization expense over the next five fiscal years as follows (in thousands): | |||||||||||||||||
2015 | $ | 3,477 | |||||||||||||||
2016 | 3,393 | ||||||||||||||||
2017 | 3,393 | ||||||||||||||||
2018 | 3,393 | ||||||||||||||||
2019 | 3,393 | ||||||||||||||||
In accordance with ASC Topic 350, Intangibles — Goodwill and Other, we evaluate the remaining useful life of these intangible assets on an annual basis. We also review for recoverability of indefinite-lived intangibles when events or changes in circumstances indicate the carrying values may not be recoverable in accordance with ASC Topic 360, Property, Plant and Equipment. | |||||||||||||||||
SHAREBASED_COMPENSATION
SHARE-BASED COMPENSATION | 12 Months Ended | ||||||||||||||||||||||||
Nov. 02, 2014 | |||||||||||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||||||||||||||||||||||||
Disclosure Of Compensation Related Costs, Share-Based Payments [Text Block] | 6. SHARE-BASED COMPENSATION | ||||||||||||||||||||||||
Our 2003 Long-Term Stock Incentive Plan (“Incentive Plan”) is an equity-based compensation plan that allows us to grant a variety of types of awards, including stock options, restricted stock, restricted stock units, Performance Share Awards, stock appreciation rights, performance share units (“PSUs”), phantom stock awards and cash awards. As a general rule, awards terminate on the earlier of (i) 10 years from the date of grant, (ii) 30 days after termination of employment or service for a reason other than death, disability or retirement, (iii) one year after death or (iv) one year for incentive stock options or five years for other awards after disability or retirement. Awards are non-transferable except by disposition on death or to certain family members, trusts and other family entities as the Compensation Committee of our Board of Directors (the “Committee”) may approve. Awards may be paid in cash, shares of our common stock or a combination, in lump sum or installments and currently or by deferred payment, all as determined by the Committee. In addition, our December 11, 2009 stock option grants contain restrictions on the employees’ ability to exercise and sell the options prior to January 1, 2013, or if earlier, the employees’ death, disability, or qualifying termination (as defined in the Incentive Plan), or upon a change in control of the Company. | |||||||||||||||||||||||||
As of November 2, 2014, and for all periods presented, our share-based awards under this plan have consisted of restricted stock grants, PSUs and stock option grants, none of which can be settled through cash payments and Performance Share Awards. Both our stock options and restricted stock awards are subject only to vesting requirements based on continued employment at the end of a specified time period and typically vest over four years or earlier upon death, disability or a change in control. However, our annual restricted stock awards issued prior to December 15, 2013 also vest upon attainment of age 65 and, only in the case of certain special one-time restricted stock awards, a portion vest on termination without cause or for good reason, as defined by the agreements governing such awards. The vesting of our Performance Share Awards is described below. | |||||||||||||||||||||||||
A total of approximately 2,538,000 and 2,770,000 shares were available at November 2, 2014 and November 3, 2013, respectively, under the Incentive Plan for the further grants of awards. | |||||||||||||||||||||||||
Our option awards and time-based restricted stock awards are typically subject to graded vesting over a service period, which is typically four years. Our performance-based and market-based restricted stock awards are typically subject to cliff vesting at the end of the service period, which is typically three years. We recognize compensation cost for these awards on a straight-line basis over the requisite service period for each annual award grant. In addition, certain of our awards provide for accelerated vesting upon qualified retirement, after a change of control or upon termination without cause or for good reason. We recognize compensation cost for such awards over the period from grant date to the date the employee first becomes eligible for retirement. | |||||||||||||||||||||||||
Since December 2006, the Committee’s policy has been to provide for grants of restricted stock once per year, with the size of the awards based on a dollar amount set by the Committee. For executive officers and designated members of senior management, a portion of the award may be fixed and a portion may be subject to adjustment, up or down, depending on the average rate of growth in NCI’s earnings per share over the three fiscal years ended prior to the award date. The number of shares awarded on the grant date equals the dollar value specified by the Committee (after adjustment with regard to the variable portion) divided by the closing price of the stock on the grant date, or if the grant date is not a trading day, the trading day prior to the grant date. All restricted stock awards to all award recipients, including executive officers, are subject to a cap in value set by the Committee. | |||||||||||||||||||||||||
The total recurring pre-tax share-based compensation cost that has been recognized in results of operations was $10.2 million, $14.9 million and $9.3 million for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012, respectively. Of these amounts, $8.9 million, $14.2 million and $8.8 million were included in engineering, selling, general and administrative expense for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012, respectively, with the remaining costs in each period in cost of goods sold. As of November 2, 2014, we do not have any amounts capitalized for share-based compensation cost in inventory or similar assets. The total income tax benefit recognized in results of operations for share-based compensation arrangements was $3.9 million, $5.7 million and $3.6 million for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012, respectively. | |||||||||||||||||||||||||
Stock Option Awards | |||||||||||||||||||||||||
The fair value of each option award is estimated as of the date of grant using a Black-Scholes-Merton option pricing formula. Expected volatility is based on normalized historical volatility of our stock over a preceding period commensurate with the expected term of the option and adjusted to exclude the increased volatility associated with the refinancing the Company experienced in fiscal 2009 because this volatility is not relevant to the expected future volatility of the stock. The risk-free rate for the expected term of the option is based on the U.S. Treasury yield curve in effect at the time of grant. Expected dividend yield was not considered in the option pricing formula since we do not currently pay dividends on our Common Stock and have no current plans to do so in the future. | |||||||||||||||||||||||||
Cash received from option exercises from a retired executive due to expiration in accordance with the terms of the agreement was $0.7 million during fiscal 2013. The actual tax benefit realized for the tax deductions from option exercises totaled $0.2 million for fiscal 2013. There was no cash received from option exercises during fiscal 2014 or fiscal 2012. | |||||||||||||||||||||||||
The weighted average assumptions for the equity awards granted on December 16, 2013, December 17, 2012 and December 15, 2011 are noted in the following table: | |||||||||||||||||||||||||
December 16, | December 17, | December 15, | |||||||||||||||||||||||
2013 | 2012 | 2011 | |||||||||||||||||||||||
Expected volatility | 54.29 | % | 55.24 | % | 54.69 | % | |||||||||||||||||||
Expected term (in years) | 5.75 | 5.75 | 5.75 | ||||||||||||||||||||||
Risk-free interest rate | 1.75 | % | 0.9 | % | 1.02 | % | |||||||||||||||||||
During fiscal 2014, 2013 and 2012, we granted 5,058, 2,101 and 92,832 stock options, respectively, and the weighted average grant-date fair value of options granted during fiscal 2014, 2013 and 2012 was $9.09, $7.22 and $5.12, respectively. As of November 2, 2014 and November 3, 2013, there was approximately $0.3 million and $0.9 million, respectively, of total unrecognized compensation cost related to stock option share-based compensation arrangements and this cost is expected to be recognized over a weighted-average remaining period of 1.4 years and 0.9 years, respectively. | |||||||||||||||||||||||||
The following is a summary of stock option transactions during fiscal 2014, 2013 and 2012 (in thousands, except weighted average exercise prices and weighted average remaining life): | |||||||||||||||||||||||||
Number of | Weighted | Weighted | Aggregate | ||||||||||||||||||||||
Shares | Average | Average | Intrinsic | ||||||||||||||||||||||
Exercise | Remaining | Value | |||||||||||||||||||||||
Price | Life | ||||||||||||||||||||||||
Balance October 30, 2011 | 2,019 | $ | 16.85 | ||||||||||||||||||||||
Granted | 93 | 10.18 | |||||||||||||||||||||||
Cancelled | (12 | ) | (94.54 | ) | |||||||||||||||||||||
Balance October 28, 2012 | 2,100 | $ | 16.11 | ||||||||||||||||||||||
Granted | 2 | 14.28 | |||||||||||||||||||||||
Exercised | (76 | ) | (8.85 | ) | |||||||||||||||||||||
Cancelled | (18 | ) | (111.55 | ) | |||||||||||||||||||||
Balance November 3, 2013 | 2,008 | $ | 15.55 | ||||||||||||||||||||||
Granted | 5 | 17.79 | |||||||||||||||||||||||
Cancelled | (65 | ) | (148.82 | ) | |||||||||||||||||||||
Balance November 2, 2014 | 1,948 | $ | 11.05 | 5.2 | $ | 20,675 | |||||||||||||||||||
Exercisable at November 2, 2014 | 1,788 | $ | 11.12 | 5.2 | $ | 19,127 | |||||||||||||||||||
There were no options exercised during fiscal 2012. The following summarizes additional information concerning outstanding options at November 2, 2014 (in thousands, except weighted average remaining life and weighted average exercise prices): | |||||||||||||||||||||||||
Options Outstanding | |||||||||||||||||||||||||
Number of | Weighted Average | Weighted Average | |||||||||||||||||||||||
Options | Remaining Life | Exercise Price | |||||||||||||||||||||||
1,922 | 5.3 years | $ | 9.12 | ||||||||||||||||||||||
12 | 4.1 years | 104.46 | |||||||||||||||||||||||
14 | 0.6 years | 203.55 | |||||||||||||||||||||||
1,948 | 5.2 years | $ | 11.05 | ||||||||||||||||||||||
The following summarizes additional information concerning options exercisable at November 2, 2014 (in thousands, except weighted average exercise prices): | |||||||||||||||||||||||||
Options Exercisable | |||||||||||||||||||||||||
Number of | Weighted Average | ||||||||||||||||||||||||
Options | Exercise Price | ||||||||||||||||||||||||
1,767 | $ | 9.05 | |||||||||||||||||||||||
7 | 165.95 | ||||||||||||||||||||||||
14 | 203.55 | ||||||||||||||||||||||||
1,788 | $ | 11.12 | |||||||||||||||||||||||
Restricted stock and performance awards | |||||||||||||||||||||||||
On August 1, 2012, we granted performance stock unit awards with a fair value of $12.0 million or 1,027,500 units. NCI entered into a Performance Share Award Agreement with each executive who received a grant of PSUs. | |||||||||||||||||||||||||
The purpose of the PSU grants is to closely align the incentive compensation of the executive leadership team for the duration of the three-year performance cycle (beginning on July 1, 2012 and ending on June 30, 2015) with returns to NCI’s shareholders and thereby further motivate the executive leadership team to create sustained value for NCI shareholders. The design of the PSU grants effectuates this purpose by placing a material amount of incentive compensation for each executive at risk and by offering extraordinary reward for the attainment of extraordinary results. Design features of the PSU grants that are in furtherance of this purpose include the following: (1) Unless the Board determines otherwise, the one-time grant of PSUs is in lieu of annual time-vesting restricted stock awards that would otherwise be granted to these executives in accordance with NCI’s current grant practices in December of 2012, 2013 and 2014. (2) The vesting of the PSUs is based solely on “absolute” total shareholder return (“TSR”), rather than based on a comparison to the returns of a peer group. (3) TSR must be sustained through the end of the three-year performance period, rather than at any point during the performance period, and TSR achievement during the performance period that is not sustained through the end of the performance period will not result in vesting of the PSUs. (4) The ultimate number of shares to be issued pursuant to the PSU awards will vary in proportion to the TSR achieved during the performance period, with no shares being issued if the 20-day volume weighted average common share trading price is at or below $10 per share at the end of the performance period; the target number of shares (1,027,500) being issued if the 20-day volume weighted average share price is $20 per share at the end of the performance period; the maximum number of shares (3,082,500) being issued if the 20-day volume weighted average share price is $30 per share at the end of the performance period. (5) Unless there is a Qualifying Termination (as defined in the Performance Share Award Agreement), the PSUs of an executive will be forfeited upon an executive’s termination of employment during the performance period. | |||||||||||||||||||||||||
The fair value and compensation expense of the PSU grant was estimated based on the Company’s stock price as of the date of grant using a Monte Carlo simulation. Though the value of the PSU grant may change for each participant, the compensation expense recorded by the Company is determined on the date of grant. Expected volatility is based on historical volatility of our stock over a preceding period commensurate with the expected term of the PSU. The expected volatility considers factors such as the volatility of our share price, implied volatility of our share price, length of time our shares have been publicly traded, appropriate and regular intervals for price observations and our corporate and capital structure. The forfeiture rate in our calculation of share-based compensation expense for the PSUs is based on historical experience and is estimated at 0% for our officers. The risk-free rate for the expected term of the PSU is based on the U.S. Treasury yield curve in effect at the time of grant. Expected dividend yield was not considered in the Monte Carlo simulation since we historically have not paid dividends on our common shares and have no current plans to do so in the future. We applied a discount due to the required eighteen month holding period subsequent to vesting. The weighted average assumptions for the PSUs granted on August 1, 2012 are noted in the following table: | |||||||||||||||||||||||||
August 1, | |||||||||||||||||||||||||
2012 | |||||||||||||||||||||||||
Expected volatility | 56.9 | % | |||||||||||||||||||||||
Expected term (in years) | 2.92 | ||||||||||||||||||||||||
Risk-free interest rate | 0.3 | % | |||||||||||||||||||||||
Lack of marketability discount | 20 | % | |||||||||||||||||||||||
Our PSUs vest pro rata if an executive’s employment terminates prior to the three-year performance period ending on June 30, 2015 due to death, disability, or termination by NCI without cause or by the executive with good reason. If the executive’s employment terminates for any other reason prior to the end of the performance period, all PSUs are forfeited. If a change in control of NCI occurs prior to the end of the performance period, the performance period will immediately end at the time of the change in control and an executive will earn a percentage of the target number of PSUs based on the TSR achieved determined by reference to the value of NCI common stock at the time of the change in control. | |||||||||||||||||||||||||
In December 2013, we granted long-term incentive Performance Share Awards with performance conditions that will be paid 50% in cash and 50% in stock. The final number of Performance Share Awards earned for these awards granted in December 2013 will be based on the achievement of free cash flow and earnings per share targets over a three-year period. These Performance Share Awards cliff vest three years from the date of grant and will be earned based on the performance against the pre-established targets for the requisite service period. The Performance Share Awards also vest earlier upon death, disability or a change of control. However, a portion of the awards may vest on termination without cause or after reaching normal retirement age prior to the vesting date, as defined by the agreements governing such awards. The fair value of Performance Share Awards is based on the Company’s stock price as of the date of grant. Compensation cost is recorded based on the probable outcome of the performance conditions associated with the respective shares, as determined by management. During fiscal 2014, we granted Performance Share Awards with a fair value of $2.2 million. | |||||||||||||||||||||||||
The Committee approved a modification to our existing long term incentive plan (“Modification”) on May 29, 2014 (the “Modification Date”). The Modification revised certain financial performance thresholds of the Performance Share Awards by making 50% of the award time-based and 50% of the award performance-based. The Modification did not result in the recognition of any incremental compensation cost on the Modification Date for the 82 employees who were impacted by the Modification. | |||||||||||||||||||||||||
The fair value of restricted stock awards classified as equity awards is based on the Company’s stock price as of the date of grant. We have estimated a forfeiture rate of 7.5% for our non-officers and 0% for our officers in our calculation of share-based compensation expense for the fiscal year ended November 2, 2014. We estimated a forfeiture rate of 10% for our non-officers and 0% for our officers in our calculation of share-based compensation expense for the fiscal years ended November 3, 2013 and October 28, 2012. These estimates are based on historical forfeiture behavior exhibited by our employees. During fiscal 2014, 2013 and 2012, we granted time-based restricted stock awards with a fair value of $3.5 million or 192,005 shares, $6.4 million or 446,566 shares and $7.1 million or 694,397 shares, respectively. As of November 2, 2014 and November 3, 2013, there was approximately $7.7 million and $10.5 million, respectively, of total unrecognized compensation cost related to time-based restricted stock share-based compensation arrangements and this cost is expected to be recognized over a weighted-average remaining period of 2.5 years and 2.8 years, respectively. As of November 2, 2014 and November 3, 2013, there was approximately $4.2 million and $6.8 million respectively, of total unrecognized compensation cost related to performance-based and market-based restricted stock share-based compensation arrangements and this cost is expected to be recognized over a weighted average remaining period of 1.2 years and 1.7 years, respectively. Restricted stock and performance award transactions during fiscal 2014, 2013 and 2012 were as follows (in thousands, except weighted average grant prices): | |||||||||||||||||||||||||
Restricted Stock and Performance Awards | |||||||||||||||||||||||||
Time-Based | Performance-Based | Market-Based | |||||||||||||||||||||||
Number of | Weighted | Number of | Weighted | Number of | Weighted | ||||||||||||||||||||
Shares | Average | Shares(1) | Average | Shares(1) | Average | ||||||||||||||||||||
Grant Price | Grant Price | Grant Price | |||||||||||||||||||||||
Balance October 30, 2011 | 1,590 | $ | 12.4 | — | $ | — | — | $ | — | ||||||||||||||||
Granted | 694 | 10.17 | — | — | 1,028 | 11.71 | |||||||||||||||||||
Vested | (494 | ) | 10.61 | — | — | — | — | ||||||||||||||||||
Forfeited | (70 | ) | 10.38 | — | — | — | — | ||||||||||||||||||
Balance October 28, 2012 | 1,720 | $ | 12.09 | — | $ | — | 1,028 | $ | 11.71 | ||||||||||||||||
Granted | 447 | 14.3 | — | — | — | — | |||||||||||||||||||
Vested | (612 | ) | 9.98 | — | — | — | — | ||||||||||||||||||
Forfeited | (46 | ) | 11.69 | — | — | — | — | ||||||||||||||||||
Balance November 3, 2013 | 1,509 | $ | 13.62 | — | $ | — | 1,028 | $ | 11.71 | ||||||||||||||||
Granted | 192 | 18.28 | 125 | 17.47 | — | — | |||||||||||||||||||
Vested | (765 | ) | 13.01 | — | — | — | — | ||||||||||||||||||
Forfeited | (81 | ) | 13.49 | (8 | ) | 17.47 | — | — | |||||||||||||||||
Balance November 2, 2014 | 855 | $ | 15.22 | 117 | $ | 17.47 | 1,028 | $ | 11.71 | ||||||||||||||||
-1 | The number of restricted stock shown reflects the shares that would be granted if the target level of performance is achieved. The number of shares actually issued may vary. | ||||||||||||||||||||||||
EARNINGS_LOSS_PER_COMMON_SHARE
EARNINGS (LOSS) PER COMMON SHARE | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Earnings Per Share [Text Block] | 7. EARNINGS (LOSS) PER COMMON SHARE | ||||||||||||
Basic earnings (loss) per common share is computed by dividing net loss allocated to common shares by the weighted average number of common shares outstanding. Diluted income per common share, if applicable, considers the dilutive effect of common stock equivalents. The reconciliation of the numerator and denominator used for the computation of basic and diluted loss per common share is as follows (in thousands, except per share data): | |||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator for Basic and Diluted Earnings (Loss) Per Common Share: | |||||||||||||
Net income (loss) applicable to common shares(1) | $ | 11,085 | $ | (12,885 | ) | $ | (72,120 | ) | |||||
Denominator for Basic and Diluted Earnings (Loss) Per Common Share: | |||||||||||||
Weighted average basic number of common shares outstanding | 73,079 | 44,761 | 18,932 | ||||||||||
Common stock equivalents: | |||||||||||||
Employee stock options | 729 | — | — | ||||||||||
PSUs and Performance Share Awards | 901 | — | — | ||||||||||
Weighted average diluted number of common shares outstanding | 74,709 | 44,761 | 18,932 | ||||||||||
Basic earnings (loss) per common share | $ | 0.15 | $ | (0.29 | ) | $ | (3.81 | ) | |||||
Diluted earnings (loss) per common share | $ | 0.15 | $ | (0.29 | ) | $ | (3.81 | ) | |||||
-1 | Net income (loss) applicable to common shares includes an allocation of earnings to participating securities. Participating securities consist of the Convertible Preferred Stock, as defined below, for the period prior to its conversion to Common Stock of the Company and the unvested restricted Common Stock related to our Incentive Plan. These participating securities do not have a contractual obligation to share in losses; therefore, no losses were allocated in fiscal 2013 or 2012. The Convertible Preferred Stock was converted into shares of our Common Stock in the third quarter of fiscal 2013. The Unvested Common Stock related to our Incentive Plan was allocated earnings in fiscal 2014. | ||||||||||||
On May 14, 2013, the CD&R Funds, the holders of 339,293 Preferred Shares, as defined below, delivered a formal notice requesting the Conversion of all of their Preferred Shares into shares of our Common Stock. In connection with the Conversion request, we have issued the CD&R Funds 54,136,817 shares of our Common Stock. The Conversion eliminated all the outstanding Convertible Preferred Stock during our third quarter of fiscal 2013. | |||||||||||||
We calculate earnings (loss) per share using the “two-class” method, whereby unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents are “participating securities” and, therefore, these participating securities are treated as a separate class in computing earnings (loss) per share. The calculation of earnings (loss) per share for Common Stock presented here excludes the income, if any, attributable to Series B Cumulative Convertible Participating Preferred Stock (the “Convertible Preferred Stock,” and shares thereof, “Preferred Shares”) for the period prior to their Conversion to Common Stock of the Company and the unvested restricted stock awards from the numerator and excludes the dilutive impact of those shares from the denominator. The Convertible Preferred Stock was converted into shares of our Common Stock in the third quarter of fiscal 2013. There was no income amount attributable to Preferred Shares or unvested restricted stock for fiscal 2013 and 2012 as the Preferred Shares and unvested restricted stock do not share in the net losses. However, in periods of net income allocated to common shares, a portion of this income will be allocable to the unvested restricted stock. | |||||||||||||
The number of weighted average options that were not included in the diluted earnings per share calculation because the effect would have been anti-dilutive represented approximately 20,458 shares for fiscal 2014. For the fiscal year ended November 2, 2014, 57,332 shares of the Performance Share Awards were not included in the diluted income (loss) per common share calculation because the achievement of free cash flow and earnings per share targets had not been achieved as of November 2, 2014. In addition, the final number of Performance Share Awards earned for these awards granted in December 2013 will be based in part on the achievement of free cash flow and earnings per share targets over a three-year period. For both fiscal years ended November 3, 2013 and October 28, 2012, all options, PSUs and Performance Share Awards were anti-dilutive and, therefore, not included in the diluted loss per common share calculation. | |||||||||||||
OTHER_ACCRUED_EXPENSES
OTHER ACCRUED EXPENSES | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 8. OTHER ACCRUED EXPENSES | ||||||||
Other accrued expenses are comprised of the following (in thousands): | |||||||||
November 2, | November 3, | ||||||||
2014 | 2013 | ||||||||
Accrued warranty obligation and deferred warranty revenue | $ | 23,685 | $ | 22,673 | |||||
Other accrued expenses | 48,574 | 38,593 | |||||||
Total other accrued expenses | $ | 72,259 | $ | 61,266 | |||||
WARRANTY
WARRANTY | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Warranty [Abstract] | |||||||||
Product Warranty Disclosure [Text Block] | 9. WARRANTY | ||||||||
The following table represents the rollforward of our accrued warranty obligation and deferred warranty revenue activity for the fiscal years ended November 2, 2014 and November 3, 2013 (in thousands): | |||||||||
November 2, | November 3, | ||||||||
2014 | 2013 | ||||||||
Beginning balance | $ | 22,673 | $ | 23,236 | |||||
Warranties sold | 3,241 | 3,946 | |||||||
Revenue recognized | -2,229 | (2,050 | ) | ||||||
Cost incurred and other(1) | — | (2,459 | ) | ||||||
Ending balance | $ | 23,685 | $ | 22,673 | |||||
-1 | Fiscal 2013 primarily represents the fair value of accrued warranty obligations and related adjustments in the amount of $1.6 million assumed in the Metl-Span acquisition. Metl-Span offers weathertightness warranties on its wall and roof panels. Weathertightness warranties are offered in various configurations for terms from five to twenty years, prorated or non-prorated and on a no dollar limit basis, as required by the buyer. These warranties are available only if certain conditions, some of which relate to installation, are met. | ||||||||
LONGTERM_DEBT_AND_NOTE_PAYABLE
LONG-TERM DEBT AND NOTE PAYABLE | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Long-Term Debt [Text Block] | 10. LONG-TERM DEBT AND NOTE PAYABLE | ||||||||
Debt is comprised of the following (in thousands): | |||||||||
November 2, | November 3, | ||||||||
2014 | 2013 | ||||||||
Credit Agreement, due June 2019 | $ | 235,387 | $ | 237,775 | |||||
(variable interest, at 4.25% on November 2, 2014 and November 3, 2013) | |||||||||
Amended Asset-Based lending facility, due May 2017 | — | — | |||||||
(interest at 4.75%) | |||||||||
Current portion of long-term debt | -2,384 | (2,384 | ) | ||||||
Total long-term debt, less current portion | $ | 233,003 | $ | 235,391 | |||||
The scheduled maturity of our debt is as follows (in thousands): | |||||||||
2015 | $ | 2,384 | |||||||
2016 | 2,384 | ||||||||
2017 | 2,384 | ||||||||
2018 | 2,384 | ||||||||
2019 and thereafter | 225,851 | ||||||||
$ | 235,387 | ||||||||
Summary | |||||||||
On June 24, 2013, the Company entered into Amendment No. 1 (the “Amendment”) to its existing Credit Agreement (the “Credit Agreement”), dated as of June 22, 2012, between the Company, as borrower, and Credit Suisse AG, Cayman Islands Branch, as administrative agent and collateral agent and the other financial institutions party thereto from time to time (the “Term Loan Facility”), primarily to extend the maturity date and reduce the interest rate applicable to all of the outstanding term loans under the Term Loan Facility. As a result of the Amendment, in fiscal 2013, the Company recognized a debt extinguishment charge of approximately $21.5 million, related to the write-off of non-cash existing deferred debt issuance costs, non-cash initial debt discount write-off, prepayment penalty and fees to lenders. | |||||||||
Pursuant to the Amendment, the maturity date of the $238 million of outstanding term loans (the “Initial Term Loans”) was extended and such loans were converted into a new tranche of term loans (the “Tranche B Term Loans”) that will mature on June 24, 2019 and, prior to such date, will amortize in nominal quarterly installments equal to one percent of the aggregate initial principal amount thereof per annum. At both November 2, 2014 and November 3, 2013, the interest rate on the term loan under the Credit Agreement was 4.25%. | |||||||||
In addition to the Credit Agreement, the Company entered into the Amended ABL Facility which allows aggregate maximum borrowings of up to $150.0 million. Borrowing availability on the Amended ABL Facility is determined by a monthly borrowing base collateral calculation that is based on specified percentages of the value of qualified cash, eligible inventory and eligible accounts receivable, less certain reserves and subject to certain other adjustments. The Amended ABL Facility has a maturity of May 2, 2017 and includes borrowing capacity of up to $30 million for letters of credit and up to $10 million for swingline borrowings. | |||||||||
Credit Agreement | |||||||||
On June 22, 2012, in connection with the acquisition of Metl-Span LLC, a Texas limited liability company, the Company entered into a Credit Agreement among the Company, as Borrower, Credit Suisse AG, Cayman Islands Branch, as Administrative Agent and Collateral Agent (the “Term Agent”), and the lenders party thereto. The Credit Agreement provided for a term loan credit facility in an aggregate principal amount of $250.0 million. | |||||||||
The Credit Agreement contains a number of covenants that, among other things, will limit or restrict the ability of the Company and its subsidiaries to dispose of assets, incur additional indebtedness, make dividends and other restricted payments, create liens securing indebtedness, engage in mergers and other fundamental transactions, enter into restrictive agreements, amend certain documents in respect of other indebtedness, change the nature of their business and engage in certain transactions with affiliates. | |||||||||
On June 24, 2013, the Company entered into the Amendment to the Credit Agreement, dated as of June 22, 2012, between the Company, as borrower, and Credit Suisse AG, Cayman Islands Branch, as administrative agent and collateral agent and the other financial institutions party thereto from time to time, primarily to extend the maturity date and reduce the interest rate applicable to all of the outstanding term loans under the Term Loan Facility. As a result of the Amendment, in fiscal 2013, the Company recognized a debt extinguishment charge of approximately $21.5 million, related to the write-off of non-cash existing deferred debt issuance costs, non-cash initial debt discount write-off, prepayment penalty and fees to the lenders. | |||||||||
Pursuant to the Amendment, the maturity date of $238 million of Initial Term Loans was extended and such loans were converted into the Tranche B Term Loans that will mature on June 24, 2019 and, prior to such date, will amortize in nominal quarterly installments equal to one percent of the aggregate initial principal amount thereof per annum. Pursuant to the Amendment, the Tranche B Term Loans will bear interest at a floating rate measured by reference to, at the Company’s option, either (i) an adjusted LIBOR not less than 1.00% plus a borrowing margin of 3.25% per annum or (ii) an alternate base rate plus a borrowing margin of 2.25% per annum. At both November 2, 2014 and November 3, 2013, the interest rate on the term loan under the Credit Agreement was 4.25%. Overdue amounts will bear interest at a rate that is 2% higher than the rate otherwise applicable. | |||||||||
The Tranche B Term Loans are secured by the same collateral and guaranteed by the same guarantors as the Initial Term Loans under the Term Loan Facility. Voluntary prepayments of the Tranche B Term Loans are permitted at any time, in minimum principal amounts, without premium or penalty, subject to a 1.00% premium payable in connection with certain repricing transactions within the first six months. | |||||||||
Pursuant to the Amendment, the Company will no longer be subject to a financial covenant requiring it to maintain a specified consolidated secured debt to EBITDA leverage ratio for specified periods. The Amendment also includes certain other changes to the Term Loan Facility. | |||||||||
Subject to certain exceptions, the term loan under the Amendment will be subject to mandatory prepayment in an amount equal to: | |||||||||
• | the net cash proceeds of (1) certain asset sales, (2) certain debt offerings, and (3) certain insurance recovery and condemnation events; and | ||||||||
• | 50% of annual excess cash flow (as defined in the Amendment), subject to reduction to 0% if specified leverage ratio targets are met. | ||||||||
On June 22, 2012, in connection with the Metl-Span Acquisition, the Company entered into a Credit Agreement among the Company, as Borrower, Credit Suisse AG, Cayman Islands Branch, as Term Agent, and the lenders party thereto. The Credit Agreement provided for a term loan credit facility in an aggregate principal amount of $250.0 million. Proceeds from borrowings under the Credit Agreement were used, together with cash on hand, (i) to finance the Metl-Span Acquisition, (ii) to extinguish the existing amended and restated credit agreement, due April 2014 (the “Refinancing”), and (iii) to pay fees and expenses incurred in connection with the Metl-Span Acquisition and the Refinancing. The Credit Agreement was issued at 95% of face value, which resulted in a note discount of $12.5 million. Prior to the Amendment, the note discount was amortized over the life of the loan through May 2, 2018 using the effective interest method. | |||||||||
The Credit Agreement contains a number of covenants that, among other things, will limit or restrict the ability of the Company and its subsidiaries to dispose of assets, incur additional indebtedness, make dividends and other restricted payments, create liens securing indebtedness, engage in mergers and other fundamental transactions, enter into restrictive agreements, amend certain documents in respect of other indebtedness, change the nature of their business and engage in certain transactions with affiliates. | |||||||||
Amended ABL Facility | |||||||||
On May 2, 2012, the Company entered into an Amended Asset-Based Lending Facility (“Amended ABL Facility”) to (i) permit the Metl-Span Acquisition, the entry by the Company into the Credit Agreement and the incurrence of debt thereunder and the repayment of existing indebtedness under NCI’s existing term loan, (ii) increase the amount available for borrowing thereunder to $150 million (subject to a borrowing base), (iii) increase the amount available for letters of credit thereunder to $30 million, and (iv) extend the final maturity thereunder to May 2, 2017. | |||||||||
Borrowing availability under the Amended ABL Facility is determined by a monthly borrowing base collateral calculation that is based on specified percentages of the value of qualified cash, eligible inventory and eligible accounts receivable, less certain reserves and subject to certain other adjustments. At November 2, 2014 and November 3, 2013, the Company’s excess availability under the Amended ABL Facility was $135.4 million and $123.2 million, respectively. At November 2, 2014 and November 3, 2013, the Company had no revolving loans outstanding under the Amended ABL Facility. In addition, at November 2, 2014 and November 3, 2013, standby letters of credit related to certain insurance policies totaling approximately $8.1 million and $10.2 million, respectively, were outstanding but undrawn under the Amended ABL Facility. | |||||||||
The Amended ABL Facility contains a number of covenants that, among other things, limit or restrict the Company’s ability to dispose of assets, incur additional indebtedness, incur guarantee obligations, engage in sale and leaseback transactions, prepay other indebtedness, modify organizational documents and certain other agreements, create restrictions affecting subsidiaries, make dividends and other restricted payments, create liens, make investments, make acquisitions, engage in mergers, change the nature of their business and engage in certain transactions with affiliates. | |||||||||
The Amended ABL Facility includes a minimum fixed charge coverage ratio of one to one, which will apply if the Company fails to maintain a specified minimum borrowing capacity. The minimum level of borrowing capacity as of both November 2, 2014 and November 3, 2013 was $20.3 million and $18.5 million, respectively. Although the Amended ABL Facility did not require any financial covenant compliance, at November 2, 2014 and November 3, 2013, the Company’s fixed charge coverage ratio as of those dates, which is calculated on a trailing twelve month basis, was 2.30:1.00 and 2.29:1.00, respectively. | |||||||||
Loans under the Amended ABL Facility bear interest, at NCI’s option, as follows: | |||||||||
-1 | Base Rate loans at the Base Rate plus a margin. The margin ranges from 1.50% to 2.00% depending on the quarterly average excess availability under such facility, and | ||||||||
-2 | LIBOR loans at LIBOR plus a margin. The margin ranges from 2.50% to 3.00% depending on the quarterly average excess availability under such facility. | ||||||||
At both November 2, 2014 and November 3, 2013, the interest rate on the Amended ABL Facility was 4.75%. During an event of default, loans under the Amended ABL Facility will bear interest at a rate that is 2% higher than the rate otherwise applicable. “Base rate” is defined as the higher of the Wells Fargo Bank, N.A. prime rate or the overnight Federal Funds rate plus 0.5% and “LIBOR” is defined as the applicable London interbank offered rate adjusted for reserves. | |||||||||
Deferred Financing Costs | |||||||||
At November 2, 2014 and November 3, 2013, the unamortized balance in deferred financing costs related to both the Credit Agreement and the Amended ABL Facility was $3.3 million and $4.3 million, respectively. | |||||||||
Insurance Note Payable | |||||||||
As of November 2, 2014 and November 3, 2013, the Company had an outstanding note payable in the amount of $0.4 million and $0.6 million, respectively, related to financed insurance premiums. Insurance premium financings are generally secured by the unearned premiums under such policies. | |||||||||
EQUITY_INVESTMENT
EQUITY INVESTMENT | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Temporary Equity Disclosure [Abstract] | |||||||||
Temporary Equity [Text Block] | 11. EQUITY INVESTMENT | ||||||||
On August 14, 2009, the Company entered into an Investment Agreement (as amended, the “Investment Agreement”), by and between the Company and CD&R Fund VIII, pursuant to which the Company agreed to issue and sell to CD&R Fund VIII, and CD&R Fund VIII agreed to purchase from the Company, for an aggregate purchase price of $250 million (less reimbursement to CD&R Fund VIII or direct payment to its service providers of up to $14.5 million in the aggregate of transaction expenses and a deal fee, paid to Clayton, Dubilier & Rice, Inc., the manager of CD&R Fund VIII, of $8.25 million), 250,000 shares of Convertible Preferred Stock. Pursuant to the Investment Agreement, on October 20, 2009 (the “Closing Date”), the Company issued and sold to the CD&R Funds, and the CD&R Funds purchased from the Company, an aggregate of 250,000 Preferred Shares, representing approximately 39.2 million shares of Common Stock or 68.4% of the voting power and Common Stock of the Company on an as-converted basis as of the Closing Date (such purchase and sale, the “CD&R Equity Investment”). | |||||||||
In connection with the consummation of the Equity Investment, on October 19, 2009, the Company filed the Certificate of Designations of the Convertible Preferred Stock (the “Certificate of Designations”) setting forth the terms, rights, powers, and preferences, and the qualifications, limitations and restrictions thereof, of the Convertible Preferred Stock. | |||||||||
Under the Certificate of Designations, as originally adopted, dividends on the Convertible Preferred Stock were payable, on a cumulative daily basis, as and if declared by the board of directors, at a rate per annum of 12% of the sum of the liquidation preference of $1,000 per Preferred Share plus accrued and unpaid dividends thereon or at a rate per annum of 8% of the sum of the liquidation preference of $1,000 per Preferred Share plus any accrued and unpaid dividends thereon if paid in cash on the dividend payment date on which such dividends would otherwise compound. If dividends were not paid on the dividend payment date, either in cash or in kind, such dividends compounded on the dividend payment date. | |||||||||
Under the terms of the Certificate of Designations, NCI was contractually obligated to pay quarterly dividends to the holders of the Preferred Shares, subject to certain dividend “knock-out” provisions. The dividend “knock-out” provision provided that if, at any time after the 30-month anniversary of the Closing Date of October 20, 2009 (i.e., March 20, 2012), the trading price of the Common Stock exceeds $12.75, which is 200% of the initial conversion price of the Convertible Preferred Stock ($6.374), for each of 20 consecutive trading days, the dividend rate (excluding any applicable adjustments as a result of a default) will become 0.00%. | |||||||||
On May 8, 2012, the Company entered into an Amendment Agreement (the “Amendment Agreement”) with the CD&R Funds, the holders of our Preferred Shares, to eliminate our quarterly dividend obligation on the Preferred Shares. The Amendment Agreement provided for the Certificate of Designations to be amended to terminate the dividend obligation from and after March 15, 2012 (the “Dividend Knock-out”). However, this did not preclude the payment of contingent default dividends, if applicable. | |||||||||
As consideration for the Dividend Knock-out, the CD&R Funds received a total of 37,834 additional shares of Convertible Preferred Stock, representing (i) approximately $6.5 million of dividends accrued from March 15, 2012 through May 18, 2012 (20 trading days after April 20, 2012, on which date the dividend “knock-out” measurement period commenced) and (ii) approximately $31.4 million in additional liquidation preference of Convertible Preferred Stock, or 10% of the approximate total $313.7 million of accreted value as of May 18, 2012. Upon the closing of the transactions in the Amendment Agreement, the CD&R funds held Convertible Preferred Stock with an aggregate liquidation preference and accrued dividends of approximately $345 million. | |||||||||
On May 14, 2013, the CD&R Funds, the holders of 339,293 Preferred Shares, delivered a formal notice requesting the Conversion of all of their Preferred Shares into shares of our Common Stock. In connection with the Conversion request, NCI issued the CD&R Funds 54,136,817 shares of NCI’s Common Stock, representing 72.4% of the Common Stock of the Company then outstanding. Under the terms of the Preferred Shares, no consideration was required to be paid by the CD&R Funds to the Company in connection with the Conversion of the Preferred Shares. As a result of the Conversion, the CD&R Funds no longer have rights to default dividends as specified in the Certificate of Designations. The Conversion on May 14, 2013 eliminated all the outstanding Convertible Preferred Stock and increased stockholders’ equity by nearly $620.0 million, returning the Company’s stockholders’ equity to a positive balance during our third quarter of fiscal 2013. | |||||||||
The Company paid December 15, 2011 and March 15, 2012 dividend payments on the Preferred Shares in-kind. As a result of the Consent and Waiver Agreement, the December 15, 2011 dividend payments were paid in-kind, at a pro rata rate of 8% per annum. | |||||||||
On March 15, 2012, the Company paid to the holders of Convertible Preferred Stock, the CD&R Funds, a dividend of 8,924.762 shares of Convertible Preferred Stock for the period from December 16, 2011 to March 15, 2012. On December 15, 2011, the Company paid to the holders of Convertible Preferred Stock, the CD&R Funds, a dividend of 5,833.491 shares of Convertible Preferred Stock for the period from September 16, 2011 to December 15, 2011. | |||||||||
On January 15, 2014, the CD&R Funds completed a registered underwritten offering, in which the CD&R Funds offered 8.5 million shares of Common Stock at a price to the public of $18.00 per share (the “Secondary Offering”). The underwriters also exercised their option to purchase 1.275 million additional shares of Common Stock. The aggregate offering price for the 9.775 million shares sold in the Secondary Offering was approximately $167.6 million, net of underwriting discounts and commissions. The CD&R Funds received all of the proceeds from the Secondary Offering and no shares in the Secondary Offering were sold by NCI or any of its officers or directors (although certain of our directors are affiliated with the CD&R Funds). In connection with this Secondary Offering, we incurred approximately $0.8 million in expenses, which were included in engineering, selling, general and administrative expenses in the consolidated statement of operations for the nine months ended August 3, 2014. At November 2, 2014 and November 3, 2013, the CD&R Funds owned 58.8% and 72.4%, respectively, of the voting power and Common Stock of the Company. | |||||||||
On January 6, 2014, the Company entered into an agreement with the CD&R Funds to repurchase 1.15 million shares of its Common Stock at the price per share equal to the price per share paid by the underwriters to the CD&R Funds in the underwritten offering (the “Stock Repurchase”). The Stock Repurchase, which was completed at the same time as the Secondary Offering, represented a private, non-underwritten transaction between NCI and the CD&R Funds that was approved and recommended by the Affiliate Transactions Committee of NCI’s board of directors. Following completion of the Stock Repurchase, NCI canceled the shares repurchased from the CD&R Funds, resulting in a $19.7 million decrease in both additional paid in capital and treasury stock. | |||||||||
Accounting for Convertible Preferred Stock | |||||||||
The following is a reconciliation of the initial proceeds to the opening balance of our Convertible Preferred Shares (in thousands): | |||||||||
Convertible | |||||||||
Preferred | |||||||||
Stock | |||||||||
Initial proceeds | $ | 250,000 | |||||||
Direct transaction costs | (27,730 | ) | |||||||
Bifurcated embedded derivative liability, net of tax | (641 | ) | |||||||
Balance at October 20, 2009 | 221,629 | (1) | |||||||
-1 | The $28.4 million difference between the book value and the initial liquidation preference was accreted using the effective interest rate method from the execution of the contract to the milestone redemption right date or 10 years. | ||||||||
The Company’s Convertible Preferred Shares balance and changes in the carrying amount of the Convertible Preferred Stock are as follows (in thousands): | |||||||||
Dividends | Convertible | ||||||||
and | Preferred | ||||||||
Accretion | Stock | ||||||||
Balance as of October 30, 2011 | $ | 273,950 | |||||||
Accretion | 1,376 | ||||||||
Accrued paid-in-kind dividends(1) | 17,894 | ||||||||
Reversal of additional 4% accrued dividends(2) | (2,917 | ) | |||||||
Extinguishment and reissuance | 329,647 | ||||||||
Subtotal | 346,000 | ||||||||
Balance as of October 28, 2012 | 619,950 | ||||||||
Conversion to common stock | (619,950 | ) | |||||||
Balance as of November 2, 2014 and November 3, 2013 | $ | — | |||||||
-1 | Dividends were accrued at the 12% rate on a daily basis until the dividend declaration date. | ||||||||
-2 | The reversal of the additional 4% accrued dividends relates to the period from September 16, 2011 to December 15, 2011. | ||||||||
In accordance with ASC Topic 815, Derivatives and Hedging, and ASC Topic 480, Distinguishing Liabilities from Equity, the Company classified the Convertible Preferred Stock as mezzanine equity because the Convertible Preferred Stock (1) can be settled in cash or shares of NCI’s Common Stock, (2) contains change of control rights allowing for early redemption, and (3) contains milestone redemption rights which allow the Convertible Preferred Stock to remain outstanding without a stated maturity date. | |||||||||
In addition, the Certificate of Designations, which is the underlying contract of the Convertible Preferred Stock, includes features that are required to be bifurcated and recorded at fair value. NCI classified the Convertible Preferred Stock as an equity host contract because of (1) the voting rights, (2) the participating dividends on Common Stock and mandatory, cumulative preferred stock dividends, and (3) the milestone redemption right which allows the Convertible Preferred Stock to remain outstanding without a stated maturity date. NCI then determined that the conditions resulting in the application of the default dividend rate are not clearly and closely related to this equity host contract and NCI bifurcated and separately recorded these features at fair value. As of November 2, 2014 and November 3, 2013, the Company no longer has an embedded derivative. As of October 28, 2012, the fair value carrying amount of the embedded derivative was immaterial. | |||||||||
Because the dividends accrued and accumulated on a daily basis and the amount payable upon redemption of the Convertible Preferred Stock is the liquidation preference plus accrued and unpaid dividends, accrued dividends were recorded into Convertible Preferred Stock. Prior to the Amendment Agreement, NCI’s policy was to recognize beneficial conversion feature charges on paid-in-kind dividends based on a daily dividend recognition and the daily closing stock price of our Common Stock. | |||||||||
In accordance with ASC Subtopic 470-20, Debt with Conversion and Other Options, the Convertible Preferred Stock contains a beneficial conversion feature because it was issued with an initial conversion price of $6.3740 and the closing stock price per Common Stock just prior to the execution of the CD&R Equity Investment was $12.55. The intrinsic value of the beneficial conversion feature cannot exceed the issuance proceeds of the Convertible Preferred Stock less the cash paid for the deal fee paid to the CDR Funds manager in connection with the CD&R Equity Investment, and thus is $241.4 million as of October 20, 2009. | |||||||||
To determine if the Amendment Agreement resulted in a modification or extinguishment of the Convertible Preferred Stock, we qualitatively evaluated the significance in the change to the substantive contractual terms in relation to both the economic characteristics of the Convertible Preferred Stock and the business purpose of the Amendment Agreement. The Company evaluated the likelihood that the Dividend Rate Reduction Event would occur absent an amendment, the change in the economic characteristics of the Convertible Preferred Stock with and without dividends, and fundamental change in investment risk to the holders of the Convertible Preferred Stock by the waiver of the contractual mandatory dividends. Based on these qualitative considerations, the Company determined an extinguishment and reissuance had occurred and the Company recorded the Convertible Preferred Stock at fair value as of May 8, 2012. As such, on May 8, 2012, the value of the Convertible Preferred Stock increased from a book value of $290.3 million to a fair value of $620.0 million. The fair value of the Convertible Preferred Stock was determined using a binomial lattice model where the sole stochastic factor was the price of our common stock. This model utilized stock volatility of 49.1%, a risk-free rate of 1.34%, a bond yield of 7.5%, and NCI’s stock price on May 8, 2012 which was $11.29. The increase in fair value reduced Additional Paid In Capital to zero on May 8, 2012, a $222.9 million decrease, and increased Accumulated Deficit by $106.7 million in the consolidated balance sheet. In addition, the increase in fair value was offset by prior recognized beneficial conversion feature charges of $282.1 million since the issuance of the Convertible Preferred Stock which results in a $48.8 million Convertible Preferred Stock charge in the consolidated statement of operations. | |||||||||
In connection with the Conversion request, the Company issued the CD&R Funds 54,136,817 shares of the Company’s Common Stock. The Conversion on May 14, 2013 eliminated all the outstanding Convertible Preferred Stock and increased stockholders’ equity by nearly $620.0 million, returning our stockholders’ equity to a positive balance during the third quarter of fiscal 2013. As of October 28, 2012, the Preferred Shares and accrued dividends were convertible into 54.1 million shares of Common Stock. All of these shares were authorized and unissued at October 28, 2012. | |||||||||
During fiscal 2012, the Company recorded accretion and accrued dividends of $1.4 million and $15.0 million, respectively. During fiscal 2012, the Company recorded a net beneficial conversion feature charge of $11.9 million related to dividends that have accrued and are convertible into shares of Common Stock. | |||||||||
RELATED_PARTIES
RELATED PARTIES | 12 Months Ended | ||
Nov. 02, 2014 | |||
Related Party Transactions [Abstract] | |||
Related Party Transactions Disclosure [Text Block] | 12. RELATED PARTIES | ||
Pursuant to the Investment Agreement and a Stockholders Agreement (the “Stockholders Agreement”), dated as of the Closing Date between the Company and the CD&R Funds, the CD&R Funds have the right to designate a number of directors to NCI’s board of directors that is equivalent to the CD&R Funds’ percentage interest in the Company. Among other directors appointed by the CD&R Funds, NCI’s board of directors appointed to the board of directors James G. Berges, Nathan K. Sleeper and Jonathan L. Zrebiec. Messrs. Berges and Sleeper are partners and Mr. Zrebiec is a principal of Clayton, Dubilier & Rice, LLC, (“CD&R, LLC”), an affiliate of the CD&R Funds. | |||
As a result of their respective positions with CD&R, LLC and its affiliates, one or more of Messrs. Berges, Sleeper and Zrebiec may be deemed to have an indirect material interest in certain agreements executed in connection with the Equity Investment. Messrs. Berges, Sleeper and Zrebiec may be deemed to have an indirect material interest in the following agreements: | |||
• | the Investment Agreement, pursuant to which the CD&R Funds acquired a 68.4% interest in the Company, CD&R Fund VIII’s transaction expenses were reimbursed and a deal fee of $8.25 million was paid to CD&R, Inc., the predecessor to the investment management business of CD&R, LLC, on the Closing Date; | ||
• | the Stockholders Agreement, which sets forth certain terms and conditions regarding the Equity Investment and the CD&R Funds’ ownership of the Preferred Shares, including certain restrictions on the transfer of the Preferred Shares and the shares of our common stock issuable upon conversion thereof and on certain actions of the CD&R Funds and their controlled affiliates with respect to the Company, and to provide for, among other things, subscription rights, corporate governance rights and consent rights as well as other obligations and rights; | ||
• | a Registration Rights Agreement, dated as of the Closing Date (the “Registration Rights Agreement”), between the Company and the CD&R Funds, pursuant to which the Company granted to the CD&R Funds, together with any other stockholder of the Company that may become a party to the Registration Rights Agreement in accordance with its terms, certain customary registration rights with respect to the shares of our common stock issuable upon conversion of the Preferred Shares; and | ||
• | an Indemnification Agreement, dated as of the Closing Date between the Company, NCI Group, Inc., a wholly owned subsidiary of the Company, Robertson-Ceco II Corporation, a wholly owned subsidiary of the Company, the CD&R Funds and CD&R, Inc., pursuant to which the Company, NCI Group, Inc. and Robertson-Ceco II Corporation agreed to indemnify CD&R, Inc., the CD&R Funds and their general partners, the special limited partner of CD&R Fund VIII and any other investment vehicle that is a stockholder of the Company and is managed by CD&R, Inc. or any of its affiliates, their respective affiliates and successors and assigns and the respective directors, officers, partners, members, employees, agents, representatives and controlling persons of each of them, or of their respective partners, members and controlling persons, against certain liabilities arising out of the Equity Investment and transactions in connection with the Equity Investment, including, but not limited to, the Credit Agreement, the Amended ABL Facility, the Exchange Offer, and certain other liabilities and claims. | ||
FAIR_VALUE_OF_FINANCIAL_INSTRU
FAIR VALUE OF FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | 12 Months Ended | ||||||||||||||||
Nov. 02, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value Disclosures [Text Block] | 13. FAIR VALUE OF FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS | ||||||||||||||||
Fair Value of Financial Instruments | |||||||||||||||||
The carrying amounts of cash and cash equivalents, restricted cash, trade accounts receivable and accounts payable approximate fair value as of November 2, 2014 and November 3, 2013 because of the relatively short maturity of these instruments. The fair values of the remaining financial instruments not currently recognized at fair value on our consolidated balance sheets at the respective fiscal year ends were (in thousands): | |||||||||||||||||
2-Nov-14 | 3-Nov-13 | ||||||||||||||||
Carrying | Fair | Carrying | Fair | ||||||||||||||
Amount | Value | Amount | Value | ||||||||||||||
(In thousands) | (In thousands) | ||||||||||||||||
Credit agreement, due June 2019 | $ | 235,387 | $ | 230,091 | $ | 237,775 | $ | 237,775 | |||||||||
The fair value of the Credit Agreement was based on recent trading activities of comparable market instruments which are level 2 inputs. | |||||||||||||||||
Fair Value Measurements | |||||||||||||||||
ASC Subtopic 820-10, Fair Value Measurements and Disclosures, requires us to use valuation techniques to measure fair value that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized as follows: | |||||||||||||||||
Level 1: Observable inputs such as quoted prices for identical assets or liabilities in active markets. | |||||||||||||||||
Level 2: Other inputs that are observable directly or indirectly, such as quoted prices for similar assets or liabilities or market-corroborated inputs. | |||||||||||||||||
Level 3: Unobservable inputs for which there is little or no market data and which require us to develop our own assumptions about how market participants would price the assets or liabilities. | |||||||||||||||||
The following is a description of the valuation methodologies used for assets and liabilities measured at fair value. There have been no changes in the methodologies used at November 2, 2014 and November 3, 2013. | |||||||||||||||||
Money market: Money market funds have original maturities of three months or less. The original cost of these assets approximates fair value due to their short-term maturity. | |||||||||||||||||
Mutual funds: Mutual funds are valued at the closing price reported in the active market in which the mutual fund is traded. | |||||||||||||||||
Assets held for sale: Assets held for sale are valued based on current market conditions, prices of similar assets in similar condition and expected proceeds from the sale of the assets. | |||||||||||||||||
Deferred compensation plan liability: Deferred compensation plan liability is comprised of phantom investments in the deferred compensation plan and is valued at the closing price reported in the active market in which the money market, mutual fund or NCI stock phantom investments are traded. | |||||||||||||||||
The following table summarizes information regarding our financial assets and liabilities that are measured at fair value on a recurring basis as of November 2, 2014, segregated by level of the valuation inputs within the fair value hierarchy utilized to measure fair value (in thousands): | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Short-term investments in deferred compensation plan(1): | |||||||||||||||||
Money market | $ | 731 | $ | — | $ | — | $ | 731 | |||||||||
Mutual funds – Growth | 791 | — | — | 791 | |||||||||||||
Mutual funds – Blend | 2,743 | — | — | 2,743 | |||||||||||||
Mutual funds – Foreign blend | 723 | — | — | 723 | |||||||||||||
Mutual funds – Fixed income | — | 561 | — | 561 | |||||||||||||
Total short-term investments in deferred compensation plan | 4,988 | 561 | — | 5,549 | |||||||||||||
Total assets | $ | 4,988 | $ | 561 | $ | — | $ | 5,549 | |||||||||
Liabilities: | |||||||||||||||||
Deferred compensation plan liability | $ | — | $ | 6,093 | $ | — | $ | 6,093 | |||||||||
Total liabilities | $ | — | $ | 6,093 | $ | — | $ | 6,093 | |||||||||
-1 | Unrealized holding gains for the fiscal year ended November 2, 2014, November 3, 2013 and October 28, 2012 were $0.2 million, $0.7 million and $0.2 million, respectively. These unrealized holding gains are primarily offset by changes in the deferred compensation plan liability. | ||||||||||||||||
The following table summarizes information regarding our financial assets that are measured at fair value on a nonrecurring basis as of November 2, 2014, segregated by level of the valuation inputs within the fair value hierarchy utilized to measure fair value (in thousands): | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Assets held for sale(1) | $ | — | $ | — | $ | 2,280 | $ | 2,280 | |||||||||
Total assets | $ | — | $ | — | $ | 2,280 | $ | 2,280 | |||||||||
-1 | Certain assets held for sale are valued at fair value and are measured at fair value on a nonrecurring basis. Assets held for sale are reported at fair value, if, on an individual basis, the fair value of the asset is less than cost. The fair value of assets held for sale is estimated using Level 3 inputs, such as broker quotes for like-kind assets or other market indications of a potential selling value which approximates fair value. | ||||||||||||||||
The following table summarizes information regarding our financial assets and liabilities that are measured at fair value on a recurring basis as of November 3, 2013, segregated by level of the valuation inputs within the fair value hierarchy utilized to measure fair value (in thousands): | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Short-term investments in deferred compensation plan(1): | |||||||||||||||||
Money market | $ | 580 | $ | — | $ | — | $ | 580 | |||||||||
Mutual funds – Growth | 725 | — | — | 725 | |||||||||||||
Mutual funds – Blend | 2,348 | — | — | 2,348 | |||||||||||||
Mutual funds – Foreign blend | 695 | — | — | 695 | |||||||||||||
Mutual funds – Fixed income | — | 544 | — | 544 | |||||||||||||
Total short-term investments in deferred compensation plan | 4,348 | 544 | — | 4,892 | |||||||||||||
Total assets | $ | 4,348 | $ | 544 | $ | — | $ | 4,892 | |||||||||
Liabilities: | |||||||||||||||||
Deferred compensation plan liability | $ | — | $ | -5,036 | $ | — | $ | -5,036 | |||||||||
Total liabilities | $ | — | $ | -5,036 | $ | — | $ | -5,036 | |||||||||
The following table summarizes information regarding our financial assets that are measured at fair value on a nonrecurring basis as of November 3, 2013, segregated by level of the valuation inputs within the fair value hierarchy utilized to measure fair value (in thousands): | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Assets held for sale(1) | $ | — | $ | — | $ | 2,397 | $ | 2,397 | |||||||||
Total assets | $ | — | $ | — | $ | 2,397 | $ | 2,397 | |||||||||
-1 | Certain assets held for sale are valued at fair value and are measured at fair value on a nonrecurring basis. Assets held for sale are reported at fair value, if, on an individual basis, the fair value of the asset is less than cost. The fair value of assets held for sale is estimated using Level 3 inputs, such as broker quotes for like-kind assets or other market indications of a potential selling value which approximates fair value. | ||||||||||||||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Income Tax Disclosure [Text Block] | 14. INCOME TAXES | ||||||||||||
Income tax expense is based on pretax financial accounting income. Deferred income taxes are recognized for the temporary differences between the recorded amounts of assets and liabilities for financial reporting purposes and such amounts for income tax purposes. The income tax benefit for the fiscal years ended 2014, 2013 and 2012, consisted of the following (in thousands): | |||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal | $ | 3,919 | $ | (198 | ) | $ | 525 | ||||||
State | 1,016 | 987 | 826 | ||||||||||
Foreign | 516 | 946 | 556 | ||||||||||
Total current | 5,451 | 1,735 | 1,907 | ||||||||||
Deferred: | |||||||||||||
Federal | -198 | (8,928 | ) | 2,136 | |||||||||
State | -319 | (524 | ) | (121 | ) | ||||||||
Foreign | -3,444 | (1,137 | ) | 162 | |||||||||
Total deferred | -3,961 | (10,589 | ) | 2,177 | |||||||||
Total provision (benefit) | $ | 1,490 | $ | (8,854 | ) | $ | 4,084 | ||||||
The reconciliation of income tax computed at the United States federal statutory tax rate to the effective income tax rate is as follows: | |||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Statutory federal income tax rate | 35.00% | 35 | % | 35 | % | ||||||||
State income taxes | 4.60% | 1.9 | % | 6.9 | % | ||||||||
Non-deductible acquisition costs | —% | — | 6.9 | % | |||||||||
Production activities deduction | -3.70% | — | — | ||||||||||
Canadian valuation allowance | -23.30% | 1.9 | % | (8.0 | )% | ||||||||
Non-deductible expenses | 7.00% | (4.2 | )% | 6.1 | % | ||||||||
Uncertain tax position adjustment | -2.40% | — | — | ||||||||||
Foreign tax benefit | -4.50% | — | — | ||||||||||
Other | -0.90% | 6.1 | % | (1.5 | )% | ||||||||
Effective tax rate | 11.80% | 40.7 | % | 45.4 | % | ||||||||
Deferred income taxes reflect the net impact of temporary differences between the amounts of assets and liabilities recognized for financial reporting purposes and such amounts recognized for income tax purposes. The tax effects of the temporary differences for fiscal 2014 and 2013 are as follows (in thousands): | |||||||||||||
As of | As of | ||||||||||||
November 2, | November 3, | ||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Inventory obsolescence | $ | 1,453 | $ | 1,414 | |||||||||
Bad debt reserve | 881 | 1,410 | |||||||||||
Accrued and deferred compensation | 21,179 | 20,335 | |||||||||||
Accrued insurance reserves | 1,481 | 1,501 | |||||||||||
Deferred revenue | 9,410 | 9,001 | |||||||||||
Net operating loss and tax credit carryover | 5,086 | 13,095 | |||||||||||
Depreciation and amortization | 732 | 144 | |||||||||||
Pension | 5,480 | 3,027 | |||||||||||
Other reserves | — | 318 | |||||||||||
Total deferred tax assets | 45,702 | 50,245 | |||||||||||
Less valuation allowance | — | (4,046 | ) | ||||||||||
Net deferred tax assets | 45,702 | 46,199 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Depreciation and amortization | -34,074 | (39,014 | ) | ||||||||||
Intangibles | -9,356 | (9,983 | ) | ||||||||||
US tax on unremitted foreign earnings | -969 | (872 | ) | ||||||||||
Other | -75 | (779 | ) | ||||||||||
Total deferred tax liabilities | -44,474 | (50,648 | ) | ||||||||||
Total deferred tax (liability) asset | $ | 1,228 | $ | (4,449 | ) | ||||||||
We carry out our business operations through legal entities in the U.S., Canada and Mexico. These operations require that we file corporate income tax returns that are subject to U.S., state and foreign tax laws. We are subject to income tax audits in these multiple jurisdictions. | |||||||||||||
As of November 2, 2014, the $5.1 million net operating loss and tax credit carryforward included $2.2 million for U.S. state loss carryforwards. The state net operating loss carryforwards will expire in 1 to 19 years, if unused. As of November 2, 2014, our foreign operations have a net operating loss carryforward of approximately $10.8 million, representing $2.9 million of the $5.1 million deferred tax asset related to net operating loss and tax credit carryovers, that will start to expire in fiscal 2026, if unused. During fiscal 2014, after evaluating historical and future financial trends in our Canadian operations, we determined that it is more likely than not that we will utilize all of our current tax loss carry-forwards. As a result, we reversed the entire valuation allowance on our net Canadian deferred tax asset. The following table represents the rollforward of the valuation allowance on deferred taxes activity for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 (in thousands): | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance | $ | 4,046 | $ | 4,700 | $ | 5,417 | |||||||
(Reductions) additions | (4,046) | (654 | ) | (717 | ) | ||||||||
Ending balance | $ | — | $ | 4,046 | $ | 4,700 | |||||||
Uncertain tax positions | |||||||||||||
The total amount of unrecognized tax benefits at November 2, 2014 was $0.1 million, all of which would impact our effective tax rate, if recognized. The total amount of unrecognized tax benefits at November 3, 2013 was $0.4 million, all of which would impact our effective tax rate, if recognized. We do not anticipate any material change in the total amount of unrecognized tax benefits to occur within the next twelve months. | |||||||||||||
The following table summarizes the activity related to the Company’s unrecognized tax benefits during fiscal 2014 and 2013 (in thousands): | |||||||||||||
2-Nov-14 | 3-Nov-13 | ||||||||||||
Unrecognized tax benefits at beginning of year | $ | 443 | $ | 293 | |||||||||
Additions for tax positions related to prior years | 21 | 150 | |||||||||||
Reductions resulting from expiration of statute of limitations | -321 | — | |||||||||||
Unrecognized tax benefits at end of year | $ | 143 | $ | 443 | |||||||||
We recognize interest and penalties related to uncertain tax positions in income tax expense. To the extent accrued interest and penalties do not ultimately become payable, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision in the period that such determination is made. We did not have a material amount of accrued interest and penalties related to uncertain tax positions as of November 2, 2014. | |||||||||||||
We file income tax returns in the U.S. federal jurisdiction and multiple state and foreign jurisdictions. Our tax years are closed with the IRS through the year ended October 28, 2010 as the statute of limitations related to these tax years has closed. In addition, open tax years related to state and foreign jurisdictions remain subject to examination but are not considered material. | |||||||||||||
ACCUMULATED_OTHER_COMPREHENSIV
ACCUMULATED OTHER COMPREHENSIVE LOSS | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Equity [Abstract] | |||||||||
Comprehensive Income (Loss) Note [Text Block] | 15. ACCUMULATED OTHER COMPREHENSIVE LOSS | ||||||||
Accumulated other comprehensive loss consists of the following (in thousands): | |||||||||
November 2, | November 3, | ||||||||
2014 | 2013 | ||||||||
Foreign exchange translation adjustments | $ | 52 | $ | 419 | |||||
Defined benefit pension plan actuarial losses, net of tax | -8,791 | (4,855 | ) | ||||||
Accumulated other comprehensive loss | $ | -8,739 | $ | (4,436 | ) | ||||
SUPPLEMENTARY_CASH_FLOW_INFORM
SUPPLEMENTARY CASH FLOW INFORMATION | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Supplemental Cash Flow Elements [Abstract] | |||||||||||||
Cash Flow, Supplemental Disclosures [Text Block] | 16. SUPPLEMENTARY CASH FLOW INFORMATION | ||||||||||||
The following table sets forth interest paid, taxes paid and non-cash dividends and accretion in each of the three fiscal years presented (in thousands): | |||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Interest paid, net of amounts capitalized | $ | 11,508 | $ | 16,410 | $ | 14,585 | |||||||
Taxes paid (refunded) | 911 | 2,148 | 1,323 | ||||||||||
Non-cash dividends and accretion | — | — | (16,354 | ) | |||||||||
Non-cash Convertible Preferred Stock amendment | — | — | (329,646 | ) | |||||||||
Prior to the Amendment Agreement, the dividends on the Convertible Preferred Stock accrued and accumulated on a daily basis and were included in the liquidation preference. Accrued dividends were recorded into Convertible Preferred Stock on the accompanying consolidated balance sheet. Dividends were accrued at the 12% paid in-kind rate and increased the Convertible Preferred Stock by $15.0 million during fiscal 2012. | |||||||||||||
On May 14, 2013, the CD&R Funds, the holders of 339,293 Preferred Shares, delivered a formal notice requesting the conversion of all of their Preferred Shares into shares of our Common Stock (the “Conversion”). In connection with the Conversion request, we issued the CD&R Funds 54,136,817 shares of our Common Stock, representing 72.4% of the Common Stock of the Company then outstanding. Under the terms of the Preferred Shares, no consideration was required to be paid by the CD&R Funds to the Company in connection with the Conversion of the Preferred Shares. As a result of the Conversion, the CD&R Funds no longer have rights to dividends or default dividends as specified in the Certificate of Designations. The Conversion eliminated all the outstanding Convertible Preferred Stock and increased stockholders’ equity by nearly $620.0 million, returning our stockholders’ equity to a positive balance during fiscal 2013. | |||||||||||||
OPERATING_LEASE_COMMITMENTS
OPERATING LEASE COMMITMENTS | 12 Months Ended | ||||
Nov. 02, 2014 | |||||
Leases [Abstract] | |||||
Leases of Lessee Disclosure [Text Block] | 17. OPERATING LEASE COMMITMENTS | ||||
We have operating lease commitments expiring at various dates, principally for real estate, office space, office equipment and transportation equipment. Certain of these operating leases have purchase options that entitle us to purchase the respective equipment at fair value at the end of the lease. In addition, many of our leases contain renewal options at rates similar to the current arrangements. As of November 2, 2014, future minimum rental payments related to noncancellable operating leases are as follows (in thousands): | |||||
2015 | $ | 6,705 | |||
2016 | 5,390 | ||||
2017 | 4,004 | ||||
2018 | 1,979 | ||||
2019 | 766 | ||||
Thereafter | 4,409 | ||||
Rental expense incurred from operating leases, including leases with terms of less than one year, for fiscal 2014, 2013 and 2012 was $11.6 million, $11.5 million and $9.7 million, respectively. | |||||
STOCK_REPURCHASE_PROGRAM
STOCK REPURCHASE PROGRAM | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Equity [Abstract] | |||||||||
Treasury Stock [Text Block] | 18. STOCK REPURCHASE PROGRAM | ||||||||
Our board of directors has authorized a stock repurchase program. Subject to applicable federal securities law, such purchases occur at times and in amounts that we deem appropriate. Although we did not repurchase any shares of our common stock during fiscal 2014 and 2013, we did withhold shares of restricted stock to satisfy the minimum tax withholding obligations arising in connection with the vesting of awards of restricted stock, which are included in treasury stock purchases in the Consolidated Statements of Stockholders’ Equity. At November 2, 2014, there were 0.1 million shares remaining authorized for repurchase under the program. While there is no time limit on the duration of the program, our Credit Agreement and Amended ABL Facility apply certain limitations on our repurchase of shares of our common stock. | |||||||||
Changes in treasury common stock, at cost, were as follows (in thousands): | |||||||||
Number of | Amount | ||||||||
Shares | |||||||||
Balance, October 28, 2012 | 3 | $ | 26 | ||||||
Purchases | 175 | 2,445 | |||||||
Retirements | (170 | ) | (2,355 | ) | |||||
Balance, November 3, 2013 | 8 | $ | 116 | ||||||
Purchases | 1,381 | 23,804 | |||||||
Retirements | (1,150 | ) | (19,717 | ) | |||||
Balance, November 2, 2014 | 239 | $ | 4,203 | ||||||
EMPLOYEE_BENEFIT_PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended | ||||||||||||||||
Nov. 02, 2014 | |||||||||||||||||
Compensation and Retirement Disclosure [Abstract] | |||||||||||||||||
Pension and Other Postretirement Benefits Disclosure [Text Block] | 19. EMPLOYEE BENEFIT PLANS | ||||||||||||||||
Defined Contribution Plan — We have a 401(k) profit sharing plan (the “Savings Plan”) that allows participation for all eligible employees. The Savings Plan allows us to match employee contributions up to 6% of a participant’s pre-tax deferral of eligible compensation into the plan. On February 27, 2009, the Savings Plan was amended, effective January 1, 2009, to make the matching contributions fully discretionary, and matching contributions were temporarily suspended. Effective July 1, 2011, the matching contributions to the Savings Plan were resumed and allowed us the discretion to match between 50% and 100% of the participant’s contributions up to 6% of a participant’s pre-tax deferrals, based on a calculation of the Company’s annual return-on-assets. Contributions expense for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 were $4.0 million, $3.9 million and $3.3 million, respectively, for matching contributions to the Savings Plan. | |||||||||||||||||
Deferred Compensation Plan — We have an Amended and Restated Deferred Compensation Plan (as amended and restated, the “Deferred Compensation Plan”) that allows our officers and key employees to defer up to 80% of their annual salary and up to 90% of their bonus on a pre-tax basis until a specified date in the future, including at or after retirement. Additionally, the Deferred Compensation Plan allows our directors to defer up to 100% of their annual fees and meeting attendance fees until a specified date in the future, including at or after retirement. The Deferred Compensation Plan also permits us to make contributions on behalf of our key employees who are impacted by the federal tax compensation limits under the NCI 401(k) plan, and to receive a restoration matching amount which, under the current NCI 401(k) terms, mirrors our 401(k) profit sharing plan matching levels based on our Company’s performance. The Deferred Compensation Plan provides for us to make discretionary contributions to employees who have elected to defer compensation under the plan. Deferred Compensation Plan participants will vest in our discretionary contributions ratably over three years from the date of each of our discretionary contributions. As of November 2, 2014 and November 3, 2013, the liability balance of the Deferred Compensation Plan is $6.1 million and $5.0 million, respectively, and is included in accrued compensation and benefits in the consolidated balance sheet. We have not made any discretionary contributions to the Deferred Compensation Plan. | |||||||||||||||||
With the Deferred Compensation Plan, a rabbi trust was established to fund the Deferred Compensation Plan and an administrative committee was formed to manage the Deferred Compensation Plan and its assets. The investments in the rabbi trust are $5.5 million and $4.9 million at November 2, 2014 and November 3, 2013, respectively. The rabbi trust investments include debt and equity securities, along with cash equivalents and are accounted for as trading securities. | |||||||||||||||||
Defined Benefit Plan — With the acquisition of RCC on April 7, 2006, we assumed a defined benefit plan (the “RCC Pension Plan”). Benefits under the RCC Pension Plan are primarily based on years of service and the employee’s compensation. The RCC Pension Plan is frozen and, therefore, employees do not accrue additional service benefits. Plan assets of the RCC Pension Plan are invested in broadly diversified portfolios of government obligations, mutual funds, stocks, bonds, fixed income securities, master limited partnerships and hedge funds. In accordance with ASC 805, we quantified the projected benefit obligation and fair value of the plan assets of the RCC Pension Plan and recorded the difference between these two amounts as an assumed liability. | |||||||||||||||||
The following table reconciles the change in the benefit obligation for the RCC Pension Plan from the beginning of the fiscal year to the end of the fiscal year (in thousands): | |||||||||||||||||
November 2, | November 3, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Accumulated benefit obligation | $ | 48,711 | $ | 44,322 | |||||||||||||
Projected benefit obligation – beginning of fiscal year | $ | 44,322 | $ | 48,563 | |||||||||||||
Interest cost | 1,912 | 1,703 | |||||||||||||||
Benefit payments | -3,045 | (3,421 | ) | ||||||||||||||
Actuarial (gains) losses | 5,522 | (2,523 | ) | ||||||||||||||
Projected benefit obligation – end of fiscal year | $ | 48,711 | $ | 44,322 | |||||||||||||
Actuarial assumptions used to determine benefit obligations were as follows: | |||||||||||||||||
November 2, | November 3, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Assumed discount rate | 4.15% | 4.5 | % | ||||||||||||||
The following table reconciles the change in plan assets of the RCC Pension Plan from the beginning of the fiscal year to the end of the fiscal year (in thousands): | |||||||||||||||||
November 2, | November 3, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Fair value of assets – beginning of fiscal year | $ | 37,275 | $ | 37,988 | |||||||||||||
Actual return on plan assets | 1,005 | 2,435 | |||||||||||||||
Company contributions | 1,443 | 273 | |||||||||||||||
Benefit payments | -3,045 | (3,421 | ) | ||||||||||||||
Fair value of assets – end of fiscal year | $ | 36,678 | $ | 37,275 | |||||||||||||
The following table sets forth the funded status of the RCC Pension Plan and the amounts recognized in the consolidated balance sheet (in thousands): | |||||||||||||||||
2-Nov-14 | 3-Nov-13 | ||||||||||||||||
Fair value of assets | $ | 36,678 | $ | 37,275 | |||||||||||||
Benefit obligation | 48,711 | 44,322 | |||||||||||||||
Funded status | $ | -12,033 | $ | (7,047 | ) | ||||||||||||
Unrecognized actuarial loss | 14,321 | 7,942 | |||||||||||||||
Unrecognized prior service cost | -50 | (60 | ) | ||||||||||||||
Prepaid (accrued) benefit cost | $ | 2,238 | $ | 835 | |||||||||||||
Benefit obligations in excess of fair value of assets of $12.0 million and $7.0 million as of November 2, 2014 and November 3, 2013, respectively, are included in other long-term liabilities in the consolidated balance sheets. | |||||||||||||||||
The amounts in accumulated other comprehensive income that have not yet been recognized as components of net periodic benefit income (in thousands): | |||||||||||||||||
November 2, | November 3, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Unrecognized actuarial loss | $ | 14,321 | $ | 7,942 | |||||||||||||
Unrecognized prior service cost | -50 | (60 | ) | ||||||||||||||
Total | $ | 14,271 | $ | 7,882 | |||||||||||||
Unrecognized actuary losses, net of income tax, of $3.9 million and $2.3 million during fiscal 2014 and 2013, respectively, are included in other comprehensive income (loss) in the consolidated statement of comprehensive income (loss). | |||||||||||||||||
The following table sets forth the components of the net periodic benefit income (in thousands): | |||||||||||||||||
November 2, | November 3, | October 28, | |||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Interest cost | $ | 1,912 | $ | 1,703 | $ | 2,011 | |||||||||||
Expected return on assets | -2,369 | (2,172 | ) | (2,379 | ) | ||||||||||||
Amortization of prior service cost | -9 | (9 | ) | (9 | ) | ||||||||||||
Amortization of loss | 507 | 906 | 641 | ||||||||||||||
Net periodic benefit cost (income) | $ | 41 | $ | 428 | $ | 264 | |||||||||||
The following table sets forth the changes in plan assets and benefit obligation recognized in other comprehensive income (in thousands): | |||||||||||||||||
November 2, | November 3, | October 28, | |||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Net actuarial gain (loss) | $ | -6,886 | $ | 2,786 | $ | (2,363 | ) | ||||||||||
Amortization of net actuarial loss | 507 | 906 | 641 | ||||||||||||||
Amortization of prior service credit | -9 | (9 | ) | (9 | ) | ||||||||||||
Total recognized in other comprehensive income (loss) | $ | -6,388 | $ | 3,683 | $ | (1,731 | ) | ||||||||||
The estimated amortization for the next fiscal year for amounts reclassified from accumulated other comprehensive income into the consolidated income statement (in thousands): | |||||||||||||||||
2-Nov-14 | |||||||||||||||||
Amortization of prior service cost | -9 | ||||||||||||||||
Amortization of loss | 1,443 | ||||||||||||||||
Total estimated amortization | $ | 1,434 | |||||||||||||||
Actuarial gains and losses are amortized using the corridor method based on 10% of the greater of the projected benefit obligation or the market related value of assets over the average remaining service period of active employees. | |||||||||||||||||
Actuarial assumptions used to determine net periodic benefit income were as follows: | |||||||||||||||||
Fiscal 2014 | Fiscal 2013 | ||||||||||||||||
Assumed discount rate | 4.50% | 3.65 | % | ||||||||||||||
Expected rate of return on plan assets | 6.60% | 6 | % | ||||||||||||||
The basis used to determine the overall expected long-term asset return assumption was a ten year forecast of expected return based on the target asset allocation for the plan. The expected return for this portfolio over the forecast period is 6.6%, net of investment related expenses. In determining the expected return over the forecast period, we used a 10-year median expected return, taking into consideration historical experience, anticipated asset allocations, investment strategies and the views of various investment professionals. | |||||||||||||||||
The weighted-average asset allocations by asset category are as follows: | |||||||||||||||||
Investment Type | 2-Nov-14 | 3-Nov-13 | |||||||||||||||
Equity securities | 32% | 36 | % | ||||||||||||||
Debt securities | 44 | 43 | |||||||||||||||
Master limited partnerships | 7 | 0 | |||||||||||||||
Cash and cash equivalents | 3 | 12 | |||||||||||||||
Real estate | 8 | 5 | |||||||||||||||
Other | 6 | 4 | |||||||||||||||
Total | 100% | 100 | % | ||||||||||||||
The investment policy is to maximize the expected return for an acceptable level of risk. Our expected long-term rate of return on plan assets is based on a target allocation of assets, which is based on our goal of earning the highest rate of return while maintaining risk at acceptable levels. The RCC Pension Plan strives to have assets sufficiently diversified so that adverse or unexpected results from one security class will not have an unduly detrimental impact on the entire portfolio. We regularly review our actual asset allocation and the RCC Pension Plan’s investments are periodically rebalanced to our target allocation when considered appropriate. We have set the target asset allocation for the plan as follows: 45% US bonds, 13% large cap US equities, 9% foreign equity, 8% master limited partnerships, 8% commodity futures, 7% real estate investment trusts, 6% emerging markets and 4% small cap US equities. | |||||||||||||||||
The table below presents the fair values of the assets in our RCC Pension Plan at November 2, 2014 and November 3, 2013, by asset category and by levels of fair value as further defined in Note 13 — Fair Value of Financial Instruments and Fair Value Measurements (in thousands). | |||||||||||||||||
2-Nov-14 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Asset category: | |||||||||||||||||
Cash | $ | 1,339 | $ | — | $ | — | $ | 1,339 | |||||||||
Mutual funds: | |||||||||||||||||
Growth funds(1) | 2,067 | — | — | 2,067 | |||||||||||||
Real estate funds(2) | 2,917 | — | — | 2,917 | |||||||||||||
Commodity linked funds(3) | 2,489 | — | — | 2,489 | |||||||||||||
Master limited partnerships(4) | 2,682 | — | — | 2,682 | |||||||||||||
Government securities(5) | — | 9,630 | — | 9,630 | |||||||||||||
Corporate bonds(6) | — | 6,157 | — | 6,157 | |||||||||||||
Common/collective trusts(7) | — | 9,397 | — | 9,397 | |||||||||||||
Total as of November 2, 2014 | $ | 11,494 | $ | 25,184 | $ | — | $ | 36,678 | |||||||||
3-Nov-13 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Asset category: | |||||||||||||||||
Cash | $ | 4,537 | $ | — | $ | — | $ | 4,537 | |||||||||
Mutual funds: | |||||||||||||||||
Growth funds(1) | 1,408 | — | — | 1,408 | |||||||||||||
Real estate funds(2) | 1,696 | — | — | 1,696 | |||||||||||||
Commodity linked funds(3) | 1,738 | — | — | 1,738 | |||||||||||||
Government securities(5) | — | 9,501 | — | 9,501 | |||||||||||||
Corporate bonds(6) | — | 6,328 | — | 6,328 | |||||||||||||
Common/collective trusts(7) | — | 11,885 | — | 11,885 | |||||||||||||
Partnerships/Joint venture interest(8) | — | — | 182 | 182 | |||||||||||||
Total as of November 3, 2013 | $ | 9,379 | $ | 27,714 | $ | 182 | $ | 37,275 | |||||||||
-1 | The strategy seeks long-term growth of capital. The fund currently invests in common stocks and other securities of companies in countries with developing economies and/or markets. | ||||||||||||||||
-2 | The portfolio is constructed of Real Estate Investment Trusts (“REITs”) with the potential to provide strong and consistent earnings growth. Eligible investments for the portfolio include publicly traded equity REITs, Real Estate Operating Companies, homebuilders and commercial REITs. The portfolio invests across various sectors and is geographically diverse to manage potential risk. | ||||||||||||||||
-3 | The strategy seeks to replicate a diversified basket of commodity futures consistent with the composition of the Dow Jones UBS Commodity index. The strategy is defined to be a hedge against risking inflation and from time to time will allocate a portion of the portfolio to inflation-protected securities and other fixed income securities. | ||||||||||||||||
-4 | These holdings in Master Limited Partnerships (“MLPs”) are publicly traded partnerships which are limited by the U.S. tax code to engaging in certain natural resource and energy businesses such as petroleum and natural gas extraction and transportation. The strategy of MLPs is to earn a relatively stable income from the transportation of oil, gasoline or natural gas. | ||||||||||||||||
-5 | These holdings represent fixed-income securities issued and backed by the full faith of the United States government. The strategy is designed to lengthen duration to match the duration of the pension plan liabilities. | ||||||||||||||||
-6 | These holdings represent fixed-income securities with varying maturities diversified by issuer, sector and industry. At the time of purchase, the securities must be rated investment grade. This strategy is also taken into consideration with the government bond holdings when matching duration of the liabilities. | ||||||||||||||||
-7 | The collective trusts seek long-term growth of capital through index replication strategies designed to match the holdings of the S&P 500, Russell 2000 and MSCI EAFE. | ||||||||||||||||
-8 | The strategy seeks long-term growth of capital through a diversified hedge fund of fund offering. The hedge fund of fund will be diversified by strategy and firm seeking bond-like volatility over a full market cycle. When observable prices are not available for these securities, the value is based on a market approach, as defined in the authoritative guidance on fair value measurements, to evaluate the fair value of such Level 3 instruments. | ||||||||||||||||
The following table summarizes the fair value activity of partnerships/joint venture interest in the RCC Pension Plan in Level 3 during fiscal 2014 and fiscal 2013 (in thousands): | |||||||||||||||||
November 2, | November 3, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Beginning balance | $ | 182 | $ | 3,224 | |||||||||||||
Distributions | (186) | (3,466 | ) | ||||||||||||||
Unrealized gains on plan assets | 4 | 424 | |||||||||||||||
Ending balance | $ | — | $ | 182 | |||||||||||||
We expect to contribute $1.2 million to the RCC Pension Plan in fiscal 2015. | |||||||||||||||||
We expect the following benefit payments to be made (in thousands): | |||||||||||||||||
Fiscal Years Ended | Pension Benefits | ||||||||||||||||
2015 | $ | 4,311 | |||||||||||||||
2016 | 3,426 | ||||||||||||||||
2017 | 3,267 | ||||||||||||||||
2018 | 3,248 | ||||||||||||||||
2019 | 3,147 | ||||||||||||||||
2020 – 2024 | 15,476 | ||||||||||||||||
OPERATING_SEGMENTS
OPERATING SEGMENTS | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Segment Reporting [Abstract] | |||||||||||||
Segment Reporting Disclosure [Text Block] | 20. OPERATING SEGMENTS | ||||||||||||
Operating segments are defined as components of an enterprise that engage in business activities and by which discrete financial information is available that is evaluated on a regular basis by the chief operating decision maker to make decisions about how to allocate resources to the segment and assess the performance of the segment. We have three operating segments: metal coil coating; metal components; and engineered building systems. All operating segments operate primarily in the nonresidential construction market. Sales and earnings are influenced by general economic conditions, the level of nonresidential construction activity, metal roof repair and retrofit demand and the availability and terms of financing available for construction. Products of our operating segments use similar basic raw materials. The metal coil coating segment consists of cleaning, treating, painting and slitting continuous steel coils before the steel is fabricated for use by construction and industrial users. The metal components segment products include metal roof and wall panels, doors, metal partitions, metal trim, insulated panels and other related accessories. Metl-Span is included in the metal components segment. The engineered building systems segment includes the manufacturing of main frames, Long Bay® Systems and value-added engineering and drafting, which are typically not part of metal components or metal coil coating products or services. The operating segments follow the same accounting policies used for our consolidated financial statements. | |||||||||||||
We evaluate a segment’s performance based primarily upon operating income before corporate expenses. Intersegment sales are recorded based on standard material costs plus a standard markup to cover labor and overhead and consist of (i) hot-rolled, light gauge painted and slit material and other services provided by the metal coil coating segment to both the metal components and engineered building systems segments; (ii) building components provided by the metal components segment to the engineered building systems segment; and (iii) structural framing provided by the engineered building systems segment to the metal components segment. | |||||||||||||
Corporate assets consist primarily of cash but also include deferred financing costs, deferred taxes and property, plant and equipment associated with our headquarters in Houston, Texas. These items (and income and expenses related to these items) are not allocated to the operating segments. Corporate unallocated expenses include share-based compensation expenses, and executive, legal, finance, tax, treasury, human resources, information technology, purchasing, marketing and corporate travel expenses. Additional unallocated expenses include interest income, interest expense, debt extinguishment costs and other (expense) income. | |||||||||||||
The following table represents summary financial data attributable to these operating segments for the periods indicated (in thousands): | |||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Total sales: | |||||||||||||
Metal coil coating | $ | 246,582 | $ | 222,064 | $ | 210,227 | |||||||
Metal components | 694,858 | 663,094 | 534,853 | ||||||||||
Engineered building systems | 669,843 | 655,767 | 643,473 | ||||||||||
Intersegment sales | -240,743 | (232,530 | ) | (234,543 | ) | ||||||||
Total net sales | $ | 1,370,540 | $ | 1,308,395 | $ | 1,154,010 | |||||||
External sales: | |||||||||||||
Metal coil coating | $ | 113,602 | $ | 92,970 | $ | 81,106 | |||||||
Metal components | 607,594 | 581,772 | 446,720 | ||||||||||
Engineered building systems | 649,344 | 633,653 | 626,184 | ||||||||||
Total net sales | $ | 1,370,540 | $ | 1,308,395 | $ | 1,154,010 | |||||||
Operating income (loss): | |||||||||||||
Metal coil coating | $ | 23,982 | $ | 24,027 | $ | 22,322 | |||||||
Metal components | 33,306 | 36,167 | 34,147 | ||||||||||
Engineered building systems | 32,525 | 23,405 | 37,596 | ||||||||||
Corporate | -64,717 | (64,411 | ) | (62,376 | ) | ||||||||
Total operating income | $ | 25,096 | $ | 19,188 | $ | 31,689 | |||||||
Unallocated other expense | -12,421 | (40,927 | ) | (22,692 | ) | ||||||||
Income (loss) before income taxes | $ | 12,675 | $ | (21,739 | ) | $ | 8,997 | ||||||
Depreciation and amortization: | |||||||||||||
Metal coil coating | $ | 4,031 | $ | 3,285 | $ | 3,390 | |||||||
Metal components | 19,643 | 19,093 | 11,887 | ||||||||||
Engineered building systems | 10,896 | 11,937 | 12,694 | ||||||||||
Corporate | 2,382 | 4,960 | 5,869 | ||||||||||
Total depreciation and amortization expense | $ | 36,952 | $ | 39,275 | $ | 33,840 | |||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Capital expenditures: | |||||||||||||
Metal coil coating | $ | 3,935 | $ | 9,350 | $ | 6,371 | |||||||
Metal components | 8,646 | 7,417 | 16,123 | ||||||||||
Engineered building systems | 2,569 | 1,405 | 1,802 | ||||||||||
Corporate | 2,870 | 6,254 | 3,855 | ||||||||||
Total capital expenditures | $ | 18,020 | $ | 24,426 | $ | 28,151 | |||||||
Property, plant and equipment, net: | |||||||||||||
Metal coil coating | $ | 43,690 | $ | 43,789 | $ | 37,780 | |||||||
Metal components | 132,086 | 143,162 | 151,915 | ||||||||||
Engineered building systems | 43,876 | 30,791 | 55,316 | ||||||||||
Corporate | 25,062 | 43,176 | 23,864 | ||||||||||
Total property, plant and equipment, net | $ | 244,714 | $ | 260,918 | $ | 268,875 | |||||||
Total assets: | |||||||||||||
Metal coil coating | $ | 84,519 | $ | 71,118 | $ | 60,169 | |||||||
Metal components | 365,874 | 380,488 | 381,028 | ||||||||||
Engineered building systems | 209,281 | 199,551 | 214,227 | ||||||||||
Corporate | 99,009 | 129,106 | 96,060 | ||||||||||
$ | 758,683 | $ | 780,263 | $ | 751,484 | ||||||||
The following table represents summary financial data attributable to various geographic regions for the periods indicated (in thousands): | |||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Total sales: | |||||||||||||
United States of America | $ | 1,258,055 | $ | 1,192,327 | $ | 1,045,483 | |||||||
Canada | 92,238 | 102,070 | 82,742 | ||||||||||
Mexico | 4,417 | 7,378 | 7,232 | ||||||||||
All other | 15,830 | 6,620 | 18,553 | ||||||||||
Total net sales | $ | 1,370,540 | $ | 1,308,395 | $ | 1,154,010 | |||||||
Long-lived assets: | |||||||||||||
United States of America | $ | 358,634 | $ | 378,814 | $ | 392,062 | |||||||
Canada | 134 | 114 | 170 | ||||||||||
Mexico | 6,095 | 6,191 | 6,417 | ||||||||||
Total long-lived assets | $ | 364,863 | $ | 385,119 | $ | 398,649 | |||||||
Sales are determined based on customers’ requested shipment location. | |||||||||||||
CONTINGENCIES
CONTINGENCIES | 12 Months Ended |
Nov. 02, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | 21. CONTINGENCIES |
As a manufacturer of products primarily for use in nonresidential building construction, the Company is inherently exposed to various types of contingent claims, both asserted and unasserted, in the ordinary course of business. As a result, from time to time, the Company and/or its subsidiaries become involved in various legal proceedings or other contingent matters arising from claims, or potential claims. The Company insures against these risks to the extent deemed prudent by its management and to the extent insurance is available. Many of these insurance policies contain deductibles or self-insured retentions in amounts the Company deems prudent and for which the Company is responsible for payment. In determining the amount of self-insurance, it is the Company’s policy to self-insure those losses that are predictable, measurable and recurring in nature, such as claims for automobile liability and general liability. The Company regularly reviews the status of on-going proceedings and other contingent matters along with legal counsel. Liabilities for such items are recorded when it is probable that the liability has been incurred and when the amount of the liability can be reasonably estimated. Liabilities are adjusted when additional information becomes available. Management believes that the ultimate disposition of these matters will not have a material adverse effect on the Company’s results of operations, financial position or cash flows. However, such matters are subject to many uncertainties and outcomes are not predictable with assurance. | |
QUARTERLY_RESULTS_Unaudited
QUARTERLY RESULTS (Unaudited) | 12 Months Ended | ||||||||||||||||
Nov. 02, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Quarterly Financial Information [Text Block] | 22. QUARTERLY RESULTS (Unaudited) | ||||||||||||||||
Shown below are selected unaudited quarterly data (in thousands, except per share data): | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
FISCAL YEAR 2014 | |||||||||||||||||
Sales | $ | 310,666 | $ | 305,800 | $ | 361,626 | $ | 392,448 | |||||||||
Gross profit | $ | 59,225 | $ | 59,597 | $ | 79,565 | $ | 93,437 | |||||||||
Net income (loss) | $ | -4,258 | $ | -4,905 | $ | 6,089 | $ | 14,259 | |||||||||
Net income (loss) applicable to common shares | $ | -4,258 | $ | -4,905 | $ | 6,039 | $ | 14,162 | |||||||||
Income (loss) per common share:(1)(2) | |||||||||||||||||
Basic | $ | -0.06 | $ | -0.07 | $ | 0.08 | $ | 0.19 | |||||||||
Diluted | $ | -0.06 | $ | -0.07 | $ | 0.08(3) | $ | 0.19(3) | |||||||||
FISCAL YEAR 2013 | |||||||||||||||||
Sales | $ | 297,584 | $ | 293,399 | $ | 317,201 | $ | 400,211 | |||||||||
Gross profit | $ | 60,869 | $ | 60,837 | $ | 67,038 | $ | 87,300 | |||||||||
Net income (loss) | $ | (3,627 | ) | $ | (5,342 | ) | $ | (12,192 | ) | $ | 8,276 | ||||||
Net income (loss) applicable to common shares | $ | (3,627 | ) | $ | (5,342 | ) | $ | (12,192 | ) | $ | 8,182 | (3) | |||||
Income (loss) per common share:(1)(2) | |||||||||||||||||
Basic | $ | (0.19 | ) | $ | (0.28 | ) | $ | (0.19 | ) | $ | 0.11 | ||||||
Diluted | $ | (0.19 | ) | $ | (0.28 | ) | $ | (0.19 | ) | $ | 0.11 | ||||||
-1 | The sum of the quarterly income per share amounts may not equal the annual amount reported, as per share amounts are computed independently for each quarter and for the full year based on the respective weighted average common shares outstanding. | ||||||||||||||||
-2 | During the third and fourth quarter of fiscal 2014 and fourth quarter of fiscal 2013, a portion of the income was allocated to “participating securities.” These participating securities are treated as a separate class in computing earnings per share (see Note 7). | ||||||||||||||||
-3 | Undistributed earnings attributable to participating securities was $0.1 million during each of the third and fourth quarters of fiscal 2014 and $0.1 million during the fourth quarter of fiscal 2013. | ||||||||||||||||
The quarterly income (loss) before income taxes were impacted by the following special income (expense) items: | |||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
FISCAL YEAR 2014 | |||||||||||||||||
Gain on insurance recovery | $ | 987 | $ | 324 | $ | — | $ | — | |||||||||
Secondary offering costs | -704 | -50 | — | — | |||||||||||||
Foreign exchange gain (loss) | -701 | 262 | -360 | -298 | |||||||||||||
Strategic development costs | — | — | -1,486 | -3,512 | |||||||||||||
Total special charges in income (loss) before income taxes | $ | -418 | $ | 536 | $ | -1,846 | $ | -3,810 | |||||||||
FISCAL YEAR 2013 | |||||||||||||||||
Debt extinguishment costs | $ | — | $ | — | $ | (21,491 | ) | $ | — | ||||||||
Gain on insurance recovery | — | — | — | 1,023 | |||||||||||||
Unreimbursed business interruption costs | — | — | — | (500 | ) | ||||||||||||
Total special charges in income (loss) before income taxes | $ | — | $ | — | $ | (21,491 | ) | $ | 523 | ||||||||
SUBSEQUENT_EVENT
SUBSEQUENT EVENT | 12 Months Ended |
Nov. 02, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events [Text Block] | 23. SUBSEQUENT EVENT |
In November 2014, we entered into a definitive agreement with CENTRIA a Pennsylvania general partnership, to purchase CENTRIA for $245 million in cash (the “CENTRIA Acquisition”). CENTRIA is a recognized leader in the design, engineering and manufacturing of architectural insulated metal panel (“IMP”) wall and roof systems and a provider of integrated coil coating services for the nonresidential construction industry. CENTRIA operates four production facilities in the United States, 36 satellite sales locations and a new manufacturing facility in China. To fund this acquisition, we expect to incur $250 million of new indebtedness. The transaction is subject to customary closing conditions and regulatory clearance and is expected to close during our first quarter of fiscal 2015. | |
On November 7, 2014, the Company, Steelbuilding.com, Inc. (together with the Company, the “Guarantors”) and the Company’s subsidiaries NCI and Robertson-Ceco II Corporation (each a “Borrower” and collectively, the “Borrowers”) entered into Amendment No. 3 to the Loan and Security Agreement (the “Loan and Security Agreement”) among the Borrowers, the Guarantors, Wells Fargo Capital Finance, LLC as administrative agent and co-collateral agent, Bank of America, N.A. as co-collateral agent and syndication agent and certain other lenders under the Loan and Security Agreement, in order to amend the Loan and Security Agreement to (i) permit the CENTRIA Acquisition, (ii) permit the entry by the Company into documentation with respect to certain debt financing to be incurred in connection with the CENTRIA Acquisition and the incurrence of debt with respect thereto, (iii) extend the maturity date, (iv) decrease the applicable margin with respect to borrowings thereunder and (v) make certain other amendments and modifications to provide greater operational and financial flexibility. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Use of Estimates, Policy [Policy Text Block] | (a) Use of Estimates. The preparation of financial statements in conformity with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Examples include provisions for bad debts and inventory reserves and accruals for employee benefits, general liability insurance, warranties and certain contingencies. Actual results could differ from those estimates. | ||||||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | (b) Cash and Cash Equivalents. Cash equivalents are stated at cost plus accrued interest, which approximates fair value. Cash equivalents are highly liquid debt instruments with an original maturity of three months or less and may consist of time deposits with a number of commercial banks with high credit ratings, money market instruments, certificates of deposit and commercial paper. Our policy allows us to also invest excess funds in no-load, open-end, management investment trusts (“mutual funds”). The mutual funds invest exclusively in high quality money market instruments. As of November 2, 2014, our cash and cash equivalents were only invested in cash. | ||||||||||||
Trade and Other Accounts Receivable, Policy [Policy Text Block] | (c) Accounts Receivable and Related Allowance. We report accounts receivable net of the allowance for doubtful accounts. Trade accounts receivable are the result of sales of building systems, components and coating services to customers throughout the United States and affiliated territories, including international builders who resell to end users. Substantially all sales are denominated in U.S. dollars with the exception of sales at our Canadian operations which are denominated in Canadian dollars. Credit sales do not normally require a pledge of collateral; however, various types of liens may be filed to enhance the collection process. | ||||||||||||
We establish reserves for doubtful accounts on a customer by customer basis when we believe the required payment of specific amounts owed is unlikely to occur. In establishing these reserves, we consider changes in the financial position of a customer, availability of security, lien rights and bond rights as well as disputes, if any, with our customers. Our allowance for doubtful accounts reflects reserves for customer receivables to reduce receivables to amounts expected to be collected. We determine past due status as of the contractual payment date. Interest on delinquent accounts receivable is included in the trade accounts receivable balance and recognized as interest income when earned and collectability is reasonably assured. Uncollectible accounts are written off when a settlement is reached for an amount that is less than the outstanding historical balance or we have exhausted all collection efforts. The following table represents the rollforward of our uncollectible accounts for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 (in thousands): | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance | $ | 6,055 | $ | 6,000 | $ | 6,109 | |||||||
Provision for (recovery of) bad debts | 256 | 1,679 | 149 | ||||||||||
Amounts charged against allowance for bad debts, net of recoveries | -235 | (1,624 | ) | (258 | ) | ||||||||
Ending balance | $ | 6,076 | $ | 6,055 | $ | 6,000 | |||||||
Inventory, Policy [Policy Text Block] | (d) Inventories. Inventories are stated at the lower of cost or market value less allowance for inventory obsolescence, using First-In, First-Out Method (FIFO) for steel coils and other raw materials. | ||||||||||||
The components of inventory are as follows (in thousands): | |||||||||||||
November 2, | November 3, | ||||||||||||
2014 | 2013 | ||||||||||||
Raw materials | $ | 93,367 | $ | 87,567 | |||||||||
Work in process and finished goods | 38,130 | 34,538 | |||||||||||
$ | 131,497 | $ | 122,105 | ||||||||||
The following table represents the rollforward of reserve for obsolete materials and supplies activity for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 (in thousands): | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance | $ | 1,769 | $ | 1,521 | $ | 1,349 | |||||||
Provisions | 648 | 1,161 | 725 | ||||||||||
Dispositions | -674 | (913 | ) | (553 | ) | ||||||||
Ending balance | $ | 1,743 | $ | 1,769 | $ | 1,521 | |||||||
The principal raw material used in the manufacturing of our metal components and engineered building systems segments is steel which we purchase from multiple steel producers. | |||||||||||||
Assets Held For Sale [Policy Text Block] | (e) Assets Held for Sale. We record assets held for sale at the lower of the carrying value or fair value less costs to sell. The following criteria are used to determine if property is held for sale: (i) management has the authority and commits to a plan to sell the property; (ii) the property is available for immediate sale in its present condition; (iii) there is an active program to locate a buyer and the plan to sell the property has been initiated; (iv) the sale of the property is probable within one year; (v) the property is being actively marketed at a reasonable sale price relative to its current fair value; and (vi) it is unlikely that the plan to sell will be withdrawn or that significant changes to the plan will be made. | ||||||||||||
In determining the fair value of the assets less cost to sell, we considered factors including current sales prices for comparable assets in the area, recent market analysis studies, appraisals and any recent legitimate offers. If the estimated fair value less cost to sell of an asset is less than its current carrying value, the asset is written down to its estimated fair value less cost to sell. During fiscal 2014, we reclassified $2.9 million of property, plant and equipment to assets held for sale related to an idled facility because this facility met the above criteria. The carrying value of assets held for sale is $5.7 million and $2.9 million at November 2, 2014 and November 3, 2013, respectively, and these amounts are included in the engineered building systems segment. All of these assets continue to be actively marketed for sale at November 2, 2014. | |||||||||||||
Due to uncertainties in the estimation process, it is reasonably possible that actual results could differ from the estimates used in our historical analyses. Our assumptions about property sales prices require significant judgment because the current market is highly sensitive to changes in economic conditions. We calculated the estimated fair values of assets held for sale based on current market conditions and assumptions made by management, which may differ from actual results and may result in additional impairments if market conditions deteriorate. During fiscal 2012, we recorded a gain of $0.6 million in cost of sales related to the final sale of certain assets held for sale within the engineered metal buildings segment. | |||||||||||||
Property, Plant and Equipment, Policy [Policy Text Block] | (f) Property, Plant and Equipment and Leases. Property, plant and equipment are stated at cost and depreciated using the straight-line method over their estimated useful lives. Leasehold improvements are capitalized and amortized using the straight-line method over the shorter of their estimated useful lives or the term of the underlying lease. Computer software developed or purchased for internal use is depreciated using the straight-line method over its estimated useful life. Depreciation and amortization are recognized in cost of sales and engineering, selling, general and administrative expenses based on the nature and use of the underlying asset(s). Operating leases are expensed using the straight-line method over the term of the underlying lease. | ||||||||||||
Depreciation expense for fiscal 2014, 2013 and 2012 was $31.7 million, $32.0 million and $25.6 million, respectively. Of this depreciation expense, $8.2 million, $8.1 million and $6.3 million was related to software depreciation for fiscal 2014, 2013 and 2012. | |||||||||||||
Property, plant and equipment consists of the following (in thousands): | |||||||||||||
2-Nov-14 | 3-Nov-13 | ||||||||||||
Land | $ | 20,482 | $ | 22,406 | |||||||||
Buildings and improvements | 184,880 | 182,943 | |||||||||||
Machinery, equipment and furniture | 289,833 | 279,682 | |||||||||||
Transportation equipment | 2,943 | 2,907 | |||||||||||
Computer software and equipment | 103,454 | 98,890 | |||||||||||
Construction in progress | 17,854 | 26,068 | |||||||||||
619,446 | 612,896 | ||||||||||||
Less accumulated depreciation | -374,732 | (351,978 | ) | ||||||||||
$ | 244,714 | $ | 260,918 | ||||||||||
Estimated useful lives for depreciation are: | |||||||||||||
Buildings and improvements | 15 – 39 years | ||||||||||||
Machinery, equipment and furniture | 3 – 15 years | ||||||||||||
Transportation equipment | 4 – 10 years | ||||||||||||
Computer software and equipment | 3 – 7 years | ||||||||||||
We capitalize interest on capital invested in projects in accordance with ASC Topic 835, Interest. For fiscal 2014, 2013 and 2012, the total amount of interest capitalized was $0.2 million, $0.2 million and $0.9 million, respectively. Upon commencement of operations, capitalized interest, as a component of the total cost of the asset, is amortized over the estimated useful life of the asset. Certain construction in progress in the amount of $10.6 million is currently on hold but management believes it is probable that software in the amount of $0.8 million and machinery and equipment in the amount of $9.8 million will be completed and placed into service in the foreseeable future. | |||||||||||||
Internal Use Software, Policy [Policy Text Block] | (g) Internally Developed Software. Internally developed software is stated at cost less accumulated amortization and is amortized using the straight-line method over its estimated useful life ranging from 3 to 7 years. Software assets are reviewed for impairment when events or circumstances indicate the carrying value may not be recoverable over the remaining lives of the assets. During the software application development stage, capitalized costs include external consulting costs, cost of software licenses and internal payroll and payroll related costs for employees who are directly associated with a software project. Upgrades and enhancements are capitalized if they result in added functionality which enable the software to perform tasks it was previously incapable of performing. Software maintenance, training, data conversion and business process reengineering costs are expensed in the period in which they are incurred. | ||||||||||||
Goodwill and Intangible Assets, Policy [Policy Text Block] | (h) Goodwill and Other Intangible Assets. We review the carrying values of goodwill and identifiable intangibles whenever events or changes in circumstances indicate that such carrying values may not be recoverable and annually for goodwill and indefinite lived intangible assets as required by ASC Topic 350, Intangibles — Goodwill and Other. Unforeseen events, changes in circumstances, market conditions and material differences in the value of intangible assets due to changes in estimates of future cash flows could negatively affect the fair value of our assets and result in a non-cash impairment charge. Some factors considered important that could trigger an impairment review include the following: significant underperformance relative to expected historical or projected future operating results, significant changes in the manner of our use of acquired assets or the strategy for our overall business and significant negative industry or economic trends. | ||||||||||||
Revenue Recognition, Policy [Policy Text Block] | (i) Revenue Recognition. We recognize revenues when the following conditions are met: persuasive evidence of an arrangement exists, delivery has occurred or services have been rendered, the price is fixed or determinable, and collectability is reasonably assured. Generally, these criteria are met at the time product is shipped or services are complete. In instances where an order is partially shipped, we recognize revenue based on the relative sales value of the materials shipped. | ||||||||||||
Equity Raising And Deferred Financing Costs [Policy Text Block] | (j) Equity Raising and Deferred Financing Costs. Equity raising costs are recorded as a reduction to additional paid in capital upon the execution of an equity transaction. Deferred financing costs are capitalized as incurred and amortized using the straight-line method which approximates the effective interest method over the expected life of the debt. At November 2, 2014 and November 3, 2013, the unamortized balance in deferred financing costs was $3.3 million and $4.3 million, respectively. | ||||||||||||
Cost of Sales, Policy [Policy Text Block] | (k) Cost of sales. Cost of sales includes the cost of inventory sold during the period, including costs for manufacturing, inbound freight, receiving, inspection, warehousing, and internal transfers less vendor rebates. Costs associated with shipping and handling our products are included in cost of sales. Cost of sales is exclusive of asset impairments (recoveries), net and the gain on insurance recovery because these items are shown below cost of sales on our consolidated statement of operations. Purchasing costs and engineering and drafting costs are included in engineering, selling, general and administrative expense. Purchasing costs were $3.8 million, $2.6 million and $3.5 million and engineering and drafting costs were $44.9 million, $43.0 million and $41.1 million in each of fiscal 2014, 2013, and 2012, respectively. Approximately $3.0 million and $2.4 million of these engineering, selling, general and administrative costs were capitalized and remained in inventory at the end of fiscal 2014 and 2013, respectively. | ||||||||||||
Standard Product Warranty, Policy [Policy Text Block] | (l) Warranty. We sell weathertightness warranties to our customers for protection from leaks in our roofing systems related to weather. These warranties range from two years to 20 years. We sell two types of warranties, standard and Single Sourcetm, and three grades of coverage for each. The type and grade of coverage determines the price to the customer. For standard warranties, our responsibility for leaks in a roofing system begins after 24 consecutive leak-free months. For Single Sourcetm warranties, the roofing system must pass our inspection before warranty coverage will be issued. Inspections are typically performed at three stages of the roofing project: (i) at the project start-up; (ii) at the project mid-point; and (iii) at the project completion. These inspections are included in the cost of the warranty. If the project requires or the customer requests additional inspections, those inspections are billed to the customer. Upon the sale of a warranty, we record the resulting revenue as deferred revenue, which is included in other accrued expenses in our consolidated balance sheets. See Note 9 — Warranty. | ||||||||||||
Insurance [Policy Text Block] | (m) Insurance. Group medical insurance is purchased through Blue Cross Blue Shield (“BCBS”). The plans include a Preferred Provider Organization (“PPO”) plan and an Exclusive Provider Organization (“EPO”) plan. These plans are managed-care plans utilizing networks to achieve discounts through negotiated rates with the providers within these networks. The claims incurred under these plans are self-funded for the first $300,000 of each claim. We purchase individual stop loss reinsurance to limit our claims liability to $300,000 per claim. BCBS administers all claims, including claims processing, utilization review and network access charges. | ||||||||||||
Insurance is purchased for workers compensation and employer liability, general liability, property and auto liability/auto physical damage. We utilize either deductibles or self-insurance retentions (“SIR”) to limit our exposure to catastrophic loss. The workers compensation insurance has a $500,000 per-occurrence deductible. The property and auto liability insurances have per-occurrence deductibles of $50,000 and $250,000, respectively. The general liability insurance has a $1,000,000 SIR. Umbrella insurance coverage is purchased to protect us against claims that exceed our per-occurrence or aggregate limits set forth in our respective policies. All claims are adjusted utilizing a third-party claims administrator and insurance carrier claims adjusters. | |||||||||||||
Each reporting period, we record the costs of our health insurance plan, including paid claims, an estimate of the change in incurred but not reported (“IBNR”) claims, taxes and administrative fees, when applicable, (collectively the “Plan Costs”) as general and administrative expenses in our Consolidated Statements of Operations. The estimated IBNR claims are based upon (i) a recent average level of paid claims under the plan, (ii) an estimated lag factor and (iii) an estimated growth factor to provide for those claims that have been incurred but not yet reported and paid. We use an actuary to determine the claims lag and estimated liability for IBNR claims. | |||||||||||||
For workers’ compensation costs, we monitor the number of accidents and the severity of such accidents to develop appropriate estimates for expected costs to provide both medical care and indemnity benefits, when applicable, for the period of time that an employee is incapacitated and unable to work. These accruals are developed using independent third-party actuarial estimates of the expected cost for medical treatment, and length of time an employee will be unable to work based on industry statistics for the cost of similar disabilities, to include statutory impairment ratings. For general liability and automobile claims, accruals are developed based on independent third-party actuarial estimates of the expected cost to resolve each claim, including damages and defense costs, based on legal and industry trends and the nature and severity of the claim. Accruals also include estimates for IBNR claims, and taxes and administrative fees, when applicable. Each reporting period, we record the costs of our workers’ compensation, general liability and automobile claims, including paid claims, an estimate of the change in IBNR claims, taxes and administrative fees as general and administrative expenses in our Consolidated Statements of Operations. | |||||||||||||
Advertising Costs, Policy [Policy Text Block] | (n) Advertising Costs. Advertising costs are expensed as incurred. Advertising expense was $7.6 million, $6.6 million and $5.7 million in fiscal 2014, 2013 and 2012, respectively. | ||||||||||||
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | (o) Impairment of Long-Lived Assets. We assess impairment of property, plant and equipment in accordance with the provisions of ASC Topic 360, Property, Plant and Equipment. We assess the recoverability of the carrying amount of property, plant and equipment if certain events or changes in circumstances indicate that the carrying value of such assets may not be recoverable, such as a significant decrease in market value of the assets or a significant change in our business conditions. If we determine that the carrying value of an asset is not recoverable based on expected undiscounted future cash flows, excluding interest charges, we record an impairment loss equal to the excess of the carrying amount of the asset over its fair value. The fair value of assets is determined based on prices of similar assets adjusted for their remaining useful life. | ||||||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | (p) Share-Based Compensation. Compensation expense is recorded for restricted stock awards under the fair value method. In December 2013, we granted long-term incentive awards with performance conditions that will be paid 50% in cash and 50% in stock (“Performance Share Awards”). Compensation expense is recorded for Performance Share Awards based on the probable outcome of the performance conditions associated with the respective shares, as determined by management. On performance share unit awards, we applied a discount due to the required eighteen month holding period subsequent to vesting. We recorded the recurring pretax compensation expense relating to restricted stock awards, Performance Share Awards, stock options and performance share unit awards of $10.2 million, $14.9 million and $9.3 million for fiscal 2014, 2013 and 2012, respectively. | ||||||||||||
Foreign Currency Transactions and Translations Policy [Policy Text Block] | (q) Foreign Currency Re-measurement and Translation. In accordance ASC Topic 830, Foreign Currency Matters, the functional currency for our Mexico operations is the U.S. dollar. Adjustments resulting from the re-measurement of the local currency financial statements into the U.S. dollar functional currency, which uses a combination of current and historical exchange rates, are included in other income in the current period. Net foreign currency re-measurement gains (losses) were $(0.9) million, $(0.1) million and $(0.4) million for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012, respectively. | ||||||||||||
The functional currency for our Canadian operations is the Canadian dollar. Translation adjustments resulting from translating the functional currency financial statements into U.S. dollar equivalents are reported separately in accumulated other comprehensive income in stockholders’ equity. The net foreign currency gains (losses) included in other income for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 was $(0.2) million, $0.2 million and $0.3 million, respectively. Net foreign currency translation adjustment, net of tax, and included in other comprehensive income was $(0.4) million and $(0.1) million for the fiscal years ended November 2, 2014 and November 3, 2013, respectively, and was immaterial for the fiscal year ended October 28, 2012. | |||||||||||||
Commitments and Contingencies, Policy [Policy Text Block] | (r) Contingencies. We establish reserves for estimated loss contingencies and unasserted claims when we believe a loss is probable and the amount of the loss can be reasonably estimated. Our contingent liability reserves are related primarily to litigation and environmental matters. Revisions to contingent liability reserves are reflected in income in the period in which there are changes in facts and circumstances that affect our previous assumptions with respect to the likelihood or amount of loss. Reserves for contingent liabilities are based upon our assumptions and estimates regarding the probable outcome of the matter. We estimate the probable cost by evaluating historical precedent as well as the specific facts relating to each particular contingency (including the opinion of outside advisors, professionals and experts). Should the outcome differ from our assumptions and estimates or other events result in a material adjustment to the accrued estimated reserves, revisions to the estimated reserves for contingent liabilities would be required and would be recognized in the period the new information becomes known. | ||||||||||||
Beneficial Conversion Features And Dividend [Policy Text Block] | (s) Beneficial conversion features and dividend policy. Our Convertible Preferred Stock contained beneficial conversion features. Prior to the Amendment Agreement, discussed in Note 11, our policy was to recognize beneficial conversion feature charges on paid-in-kind dividends based on a daily dividend recognition and the daily closing stock price of our Common Stock. We believe this recognition policy was reasonable as our policy matched the legal transfer and conversion rights of the majority shareholder. | ||||||||||||
At any time prior to the Dividend Rate Reduction Event, if dividends were not declared in cash on the applicable dividend declaration date, the rate at which the dividends were payable was at least 12% per annum. Prior to the vote of the Dividend Payment Committee, the Company was obligated to the 12% dividend rate. Therefore, we accrued dividends based on the 12% rate and if and when we determined the dividends would be paid at a different rate due to either cash payment on the applicable dividend declaration date or obtaining a waiver, we recorded a subsequent benefit of the excess 4% accrual upon our board’s declaration of a cash dividend and reverse the beneficial conversion feature charge associated with such accrual. | |||||||||||||
Income Tax, Policy [Policy Text Block] | (t) Income taxes. The determination of our provision for income taxes requires significant judgment, the use of estimates and the interpretation and application of complex tax laws. Our provision for income taxes reflects a combination of income earned and taxed in the various U.S. federal and state, Canadian federal and provincial as well as Mexican federal jurisdictions. Jurisdictional tax law changes, increases or decreases in permanent differences between book and tax items, accruals or adjustments of accruals for tax contingencies or valuation allowances, and the change in the mix of earnings from these taxing jurisdictions all affect the overall effective tax rate. | ||||||||||||
In assessing the realizability of deferred tax assets, we must consider whether it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. We consider all available evidence, both positive and negative, in determining whether a valuation allowance is required. Such evidence includes the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment, and judgment is required in considering the relative weight of negative and positive evidence. Our current year income tax provision includes a $2.7 million benefit for the release of a valuation allowance. During fiscal 2014, after evaluating historical and future financial trends in our Canadian operations, we determined that it is more likely than not that we will utilize all of our current tax loss carry-forwards, which if unused would begin to expire in 2026. At November 3, 2013, we had a full valuation allowance in the amount of $4.0 million on the deferred tax assets of Robertson Building Systems Ltd., our Canadian subsidiary. | |||||||||||||
Reclassification, Policy [Policy Text Block] | (u) Reclassifications. Certain reclassifications have been made to the prior period amounts in our consolidated balance sheets, consolidated cash flows and notes to the consolidated financial statements to conform to the current presentation. The net effect of these reclassifications was not material to our consolidated financial statements. | ||||||||||||
ACCOUNTING_PRONOUNCEMENTS_Poli
ACCOUNTING PRONOUNCEMENTS (Policies) | 12 Months Ended |
Nov. 02, 2014 | |
Accounting Changes and Error Corrections [Abstract] | |
Adopted Accounting Pronouncements Policy [Policy Text Block] | Adopted Accounting Pronouncements |
Presentation of Comprehensive Income Adoption | |
In February 2013, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Update (“ASU”) 2013-02, Comprehensive Income (Topic 220): Reporting of Amounts Reclassified Out of Accumulated Other Comprehensive Income, which requires that companies present, either in a single note or parenthetically on the face of the financial statements, the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and the income statement line items affected by the reclassification. We adopted ASU 2013-02 in our first quarter in fiscal 2014. The adoption of ASU 2013-02 did not have any impact on our consolidated financial statements. | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements |
In July 2013, the FASB issued ASU 2013-11, Income Taxes (Topic 740): Presentation of Unrecognized Tax Benefit When a Net Operating Loss Carryforward, A Similar Tax Loss, or a Tax Credit Carryforward Exists (A Consensus of the FASB Emerging Issues Task Force). ASU 2013-11 requires an entity to present an unrecognized tax benefit as a reduction of a deferred tax asset for a net operating loss carryforward, or similar tax loss or tax credit carryforward, rather than as a liability when the uncertain tax position would reduce the net operating loss or other carryforward under the tax law of the applicable jurisdiction and the entity intends to use the deferred tax asset for that purpose. This amendment is effective prospectively for our first quarter in fiscal 2015 but allows optional retrospective adoption (for all periods presented). We do not expect the adoption of this standard to have a material impact on our consolidated financial statements. | |
In April 2014, the FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. ASU 2014-08 changes the requirement for reporting discontinued operations. A disposal of a component of an entity or a group of components of an entity will be required to be reported in discontinued operations if the disposal represents a strategic shift that has or will have a major effect on an entity’s operations and financial results when the entity or group of components of an entity meets the criteria to be classified as held for sale or when it is disposed of by sale or other than by sale. The update also requires additional disclosures about discontinued operations, a disposal of an individually significant component of an entity that does not qualify for discontinued operations presentation in the financial statements, and an entity’s significant continuing involvement with a discontinued operation. This update is effective prospectively for our first quarter in fiscal 2016. Early adoption is permitted, but only for disposals (or classifications as held for sale) that have not been reported in previously issued financial statements. We are currently evaluating the potential impact of this authoritative guidance on our consolidated financial statements. | |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). ASU 2014-09 supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition, and most industry-specific guidance. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance is effective for our first quarter in fiscal 2018 under either full or modified retrospective adoption. Early application is not permitted. We are currently assessing the potential effects of these changes to our consolidated financial statements. | |
In June 2014, the FASB issued ASU 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. ASU 2014-12 requires that a performance target that affects vesting and could be achieved after the requisite service period be treated as a performance condition. A reporting entity should apply existing guidance in FASB Accounting Standards Codification 718, Compensation-Stock Compensation, as it relates to such awards. ASU 2014-12 is effective for our first quarter in fiscal 2017, with early adoption permitted. We do not expect that the adoption of this guidance will have a material impact on our consolidated financial statements. | |
SUMMARY_OF_SIGNIFICANT_ACCOUNT2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Accounting Policies [Abstract] | |||||||||||||
Schedule Of Uncollectible Accounts And Back Charge Activity [Table Text Block] | The following table represents the rollforward of our uncollectible accounts for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 (in thousands): | ||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance | $ | 6,055 | $ | 6,000 | $ | 6,109 | |||||||
Provision for (recovery of) bad debts | 256 | 1,679 | 149 | ||||||||||
Amounts charged against allowance for bad debts, net of recoveries | -235 | (1,624 | ) | (258 | ) | ||||||||
Ending balance | $ | 6,076 | $ | 6,055 | $ | 6,000 | |||||||
Schedule of Inventory, Current [Table Text Block] | The components of inventory are as follows (in thousands): | ||||||||||||
November 2, | November 3, | ||||||||||||
2014 | 2013 | ||||||||||||
Raw materials | $ | 93,367 | $ | 87,567 | |||||||||
Work in process and finished goods | 38,130 | 34,538 | |||||||||||
$ | 131,497 | $ | 122,105 | ||||||||||
Schedule of Inventory, Noncurrent [Table Text Block] | The following table represents the rollforward of reserve for obsolete materials and supplies activity for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 (in thousands): | ||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance | $ | 1,769 | $ | 1,521 | $ | 1,349 | |||||||
Provisions | 648 | 1,161 | 725 | ||||||||||
Dispositions | -674 | (913 | ) | (553 | ) | ||||||||
Ending balance | $ | 1,743 | $ | 1,769 | $ | 1,521 | |||||||
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment consists of the following (in thousands): | ||||||||||||
2-Nov-14 | 3-Nov-13 | ||||||||||||
Land | $ | 20,482 | $ | 22,406 | |||||||||
Buildings and improvements | 184,880 | 182,943 | |||||||||||
Machinery, equipment and furniture | 289,833 | 279,682 | |||||||||||
Transportation equipment | 2,943 | 2,907 | |||||||||||
Computer software and equipment | 103,454 | 98,890 | |||||||||||
Construction in progress | 17,854 | 26,068 | |||||||||||
619,446 | 612,896 | ||||||||||||
Less accumulated depreciation | -374,732 | (351,978 | ) | ||||||||||
$ | 244,714 | $ | 260,918 | ||||||||||
Schedule Of Useful Lives Property Plant And Equipment [Table Text Block] | Estimated useful lives for depreciation are: | ||||||||||||
Buildings and improvements | 15 – 39 years | ||||||||||||
Machinery, equipment and furniture | 3 – 15 years | ||||||||||||
Transportation equipment | 4 – 10 years | ||||||||||||
Computer software and equipment | 3 – 7 years | ||||||||||||
GOODWILL_AND_OTHER_INTANGIBLE_1
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 12 Months Ended | ||||||||||||||||
Nov. 02, 2014 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||
Schedule of Intangible Assets and Goodwill [Table Text Block] | Our goodwill balance and changes in the carrying amount of goodwill by operating segment are as follows (in thousands): | ||||||||||||||||
Metal Coil | Metal | Engineered | Total | ||||||||||||||
Coating | Components | Building | |||||||||||||||
Systems | |||||||||||||||||
Balance as of October 28, 2012 | $ | — | $ | 71,546 | $ | 5,200 | $ | 76,746 | |||||||||
Finalization of purchase price allocation | — | (1,520 | ) | — | (1,520 | ) | |||||||||||
Balance as of November 2, 2014 and November 3, 2013 | $ | — | $ | 70,026 | $ | 5,200 | $ | 75,226 | |||||||||
Schedule of Indefinite-Lived Intangible Assets [Table Text Block] | The following table represents all our intangible assets activity for the fiscal years ended November 2, 2014 and November 3, 2013 (in thousands): | ||||||||||||||||
Range of Life | November 2, | November 3, | |||||||||||||||
(Years) | 2014 | 2013 | |||||||||||||||
Amortized intangible assets: | |||||||||||||||||
Cost: | |||||||||||||||||
Trade names | 15 | $ | 15,187 | $ | 15,187 | ||||||||||||
Customer lists and relationships | 12 – 15 | 30,310 | 30,310 | ||||||||||||||
Non-competition agreements | 5 – 10 | 8,132 | 8,132 | ||||||||||||||
Supplier relationships | 3 | 150 | 150 | ||||||||||||||
$ | 53,779 | $ | 53,779 | ||||||||||||||
Accumulated Amortization: | |||||||||||||||||
Trade names | $ | -5,073 | $ | (4,061 | ) | ||||||||||||
Customer lists and relationships | -9,040 | (6,660 | ) | ||||||||||||||
Non-competition agreements | -8,081 | (7,471 | ) | ||||||||||||||
Supplier relationships | -117 | (67 | ) | ||||||||||||||
$ | -22,311 | $ | (18,259 | ) | |||||||||||||
Net book value | $ | 31,468 | $ | 35,520 | |||||||||||||
Indefinite-lived intangible assets: | |||||||||||||||||
Trade names | $ | 13,455 | $ | 13,455 | |||||||||||||
Total intangible assets at net book value | $ | 44,923 | $ | 48,975 | |||||||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | We expect to recognize amortization expense over the next five fiscal years as follows (in thousands): | ||||||||||||||||
2015 | $ | 3,477 | |||||||||||||||
2016 | 3,393 | ||||||||||||||||
2017 | 3,393 | ||||||||||||||||
2018 | 3,393 | ||||||||||||||||
2019 | 3,393 | ||||||||||||||||
SHAREBASED_COMPENSATION_Tables
SHARE-BASED COMPENSATION (Tables) | 12 Months Ended | |||||||||||||||||||
Nov. 02, 2014 | ||||||||||||||||||||
Compensation and Retirement Disclosure [Abstract] | ||||||||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | The weighted average assumptions for the equity awards granted on December 16, 2013, December 17, 2012 and December 15, 2011 are noted in the following table: | |||||||||||||||||||
December 16, | December 17, | December 15, | ||||||||||||||||||
2013 | 2012 | 2011 | ||||||||||||||||||
Expected volatility | 54.29 | % | 55.24 | % | 54.69 | % | ||||||||||||||
Expected term (in years) | 5.75 | 5.75 | 5.75 | |||||||||||||||||
Risk-free interest rate | 1.75 | % | 0.9 | % | 1.02 | % | ||||||||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following is a summary of stock option transactions during fiscal 2014, 2013 and 2012 (in thousands, except weighted average exercise prices and weighted average remaining life): | |||||||||||||||||||
Number of | Weighted | Weighted | Aggregate | |||||||||||||||||
Shares | Average | Average | Intrinsic | |||||||||||||||||
Exercise | Remaining | Value | ||||||||||||||||||
Price | Life | |||||||||||||||||||
Balance October 30, 2011 | 2,019 | $ | 16.85 | |||||||||||||||||
Granted | 93 | 10.18 | ||||||||||||||||||
Cancelled | (12 | ) | (94.54 | ) | ||||||||||||||||
Balance October 28, 2012 | 2,100 | $ | 16.11 | |||||||||||||||||
Granted | 2 | 14.28 | ||||||||||||||||||
Exercised | (76 | ) | (8.85 | ) | ||||||||||||||||
Cancelled | (18 | ) | (111.55 | ) | ||||||||||||||||
Balance November 3, 2013 | 2,008 | $ | 15.55 | |||||||||||||||||
Granted | 5 | 17.79 | ||||||||||||||||||
Cancelled | (65 | ) | (148.82 | ) | ||||||||||||||||
Balance November 2, 2014 | 1,948 | $ | 11.05 | 5.2 | $ | 20,675 | ||||||||||||||
Exercisable at November 2, 2014 | 1,788 | $ | 11.12 | 5.2 | $ | 19,127 | ||||||||||||||
Schedule Of Share Based Compensation Stock Options Additional Information Relating To Options Outstanding [Table Text Block] | The following summarizes additional information concerning outstanding options at November 2, 2014 (in thousands, except weighted average remaining life and weighted average exercise prices): | |||||||||||||||||||
Options Outstanding | ||||||||||||||||||||
Number of | Weighted Average | Weighted Average | ||||||||||||||||||
Options | Remaining Life | Exercise Price | ||||||||||||||||||
1,922 | 5.3 years | $ | 9.12 | |||||||||||||||||
12 | 4.1 years | 104.46 | ||||||||||||||||||
14 | 0.6 years | 203.55 | ||||||||||||||||||
1,948 | 5.2 years | $ | 11.05 | |||||||||||||||||
Schedule of Share-based Payment Award Restricted Stock Valuation Assumptions [Table Text Block] | The weighted average assumptions for the PSUs granted on August 1, 2012 are noted in the following table: | |||||||||||||||||||
August 1, | ||||||||||||||||||||
2012 | ||||||||||||||||||||
Expected volatility | 56.9 | % | ||||||||||||||||||
Expected term (in years) | 2.92 | |||||||||||||||||||
Risk-free interest rate | 0.3 | % | ||||||||||||||||||
Lack of marketability discount | 20 | % | ||||||||||||||||||
Schedule of Share-based Compensation, Restricted Stock Units Award Activity [Table Text Block] | Restricted stock and performance award transactions during fiscal 2014, 2013 and 2012 were as follows (in thousands, except weighted average grant prices): | |||||||||||||||||||
Restricted Stock and Performance Awards | ||||||||||||||||||||
Time-Based | Performance-Based | Market-Based | ||||||||||||||||||
Number of | Weighted | Number of | Weighted | Number of | Weighted | |||||||||||||||
Shares | Average | Shares(1) | Average | Shares(1) | Average | |||||||||||||||
Grant Price | Grant Price | Grant Price | ||||||||||||||||||
Balance October 30, 2011 | 1,590 | $ | 12.4 | — | $ | — | — | $ | — | |||||||||||
Granted | 694 | 10.17 | — | — | 1,028 | 11.71 | ||||||||||||||
Vested | -494 | 10.61 | — | — | — | — | ||||||||||||||
Forfeited | -70 | 10.38 | — | — | — | — | ||||||||||||||
Balance October 28, 2012 | 1,720 | $ | 12.09 | — | $ | — | 1,028 | $ | 11.71 | |||||||||||
Granted | 447 | 14.3 | — | — | — | — | ||||||||||||||
Vested | -612 | 9.98 | — | — | — | — | ||||||||||||||
Forfeited | -46 | 11.69 | — | — | — | — | ||||||||||||||
Balance November 3, 2013 | 1,509 | $ | 13.62 | — | $ | — | 1,028 | $ | 11.71 | |||||||||||
Granted | 192 | 18.28 | 125 | 17.47 | — | — | ||||||||||||||
Vested | -765 | 13.01 | — | — | — | — | ||||||||||||||
Forfeited | -81 | 13.49 | -8 | 17.47 | — | — | ||||||||||||||
Balance November 2, 2014 | 855 | $ | 15.22 | 117 | $ | 17.47 | 1,028 | $ | 11.71 | |||||||||||
-1 | The number of restricted stock shown reflects the shares that would be granted if the target level of performance is achieved. The number of shares actually issued may vary. | |||||||||||||||||||
EARNINGS_LOSS_PER_COMMON_SHARE1
EARNINGS (LOSS) PER COMMON SHARE (Tables) | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Earnings Per Share [Abstract] | |||||||||||||
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | The reconciliation of the numerator and denominator used for the computation of basic and diluted loss per common share is as follows (in thousands, except per share data): | ||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Numerator for Basic and Diluted Earnings (Loss) Per Common Share: | |||||||||||||
Net income (loss) applicable to common shares(1) | $ | 11,085 | $ | (12,885 | ) | $ | (72,120 | ) | |||||
Denominator for Basic and Diluted Earnings (Loss) Per Common Share: | |||||||||||||
Weighted average basic number of common shares outstanding | 73,079 | 44,761 | 18,932 | ||||||||||
Common stock equivalents: | |||||||||||||
Employee stock options | 729 | — | — | ||||||||||
PSUs and Performance Share Awards | 901 | — | — | ||||||||||
Weighted average diluted number of common shares outstanding | 74,709 | 44,761 | 18,932 | ||||||||||
Basic earnings (loss) per common share | $ | 0.15 | $ | (0.29 | ) | $ | (3.81 | ) | |||||
Diluted earnings (loss) per common share | $ | 0.15 | $ | (0.29 | ) | $ | (3.81 | ) | |||||
-1 | Net income (loss) applicable to common shares includes an allocation of earnings to participating securities. Participating securities consist of the Convertible Preferred Stock, as defined below, for the period prior to its conversion to Common Stock of the Company and the unvested restricted Common Stock related to our Incentive Plan. These participating securities do not have a contractual obligation to share in losses; therefore, no losses were allocated in fiscal 2013 or 2012. The Convertible Preferred Stock was converted into shares of our Common Stock in the third quarter of fiscal 2013. The Unvested Common Stock related to our Incentive Plan was allocated earnings in fiscal 2014. | ||||||||||||
OTHER_ACCRUED_EXPENSES_Tables
OTHER ACCRUED EXPENSES (Tables) | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Schedule of Accrued Liabilities [Table Text Block] | Other accrued expenses are comprised of the following (in thousands): | ||||||||
November 2, | November 3, | ||||||||
2014 | 2013 | ||||||||
Accrued warranty obligation and deferred warranty revenue | $ | 23,685 | $ | 22,673 | |||||
Other accrued expenses | 48,574 | 38,593 | |||||||
Total other accrued expenses | $ | 72,259 | $ | 61,266 | |||||
WARRANTY_Tables
WARRANTY (Tables) | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Warranty [Abstract] | |||||||||
Schedule Of Product Warranty Liability [Table Text Block] | The following table represents the rollforward of our accrued warranty obligation and deferred warranty revenue activity for the fiscal years ended November 2, 2014 and November 3, 2013 (in thousands): | ||||||||
November 2, | November 3, | ||||||||
2014 | 2013 | ||||||||
Beginning balance | $ | 22,673 | $ | 23,236 | |||||
Warranties sold | 3,241 | 3,946 | |||||||
Revenue recognized | -2,229 | (2,050 | ) | ||||||
Cost incurred and other(1) | — | (2,459 | ) | ||||||
Ending balance | $ | 23,685 | $ | 22,673 | |||||
-1 | Fiscal 2013 primarily represents the fair value of accrued warranty obligations and related adjustments in the amount of $1.6 million assumed in the Metl-Span acquisition. Metl-Span offers weathertightness warranties on its wall and roof panels. Weathertightness warranties are offered in various configurations for terms from five to twenty years, prorated or non-prorated and on a no dollar limit basis, as required by the buyer. These warranties are available only if certain conditions, some of which relate to installation, are met. | ||||||||
LONGTERM_DEBT_AND_NOTE_PAYABLE1
LONG-TERM DEBT AND NOTE PAYABLE (Tables) | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Debt Disclosure [Abstract] | |||||||||
Schedule Of Debt [Table Text Block] | Debt is comprised of the following (in thousands): | ||||||||
November 2, | November 3, | ||||||||
2014 | 2013 | ||||||||
Credit Agreement, due June 2019 | $ | 235,387 | $ | 237,775 | |||||
(variable interest, at 4.25% on November 2, 2014 and November 3, 2013) | |||||||||
Amended Asset-Based lending facility, due May 2017 | — | — | |||||||
(interest at 4.75%) | |||||||||
Current portion of long-term debt | -2,384 | (2,384 | ) | ||||||
Total long-term debt, less current portion | $ | 233,003 | $ | 235,391 | |||||
Schedule of Maturities of Long-term Debt [Table Text Block] | The scheduled maturity of our debt is as follows (in thousands): | ||||||||
2015 | $ | 2,384 | |||||||
2016 | 2,384 | ||||||||
2017 | 2,384 | ||||||||
2018 | 2,384 | ||||||||
2019 and thereafter | 225,851 | ||||||||
$ | 235,387 | ||||||||
EQUITY_INVESTMENT_Tables
EQUITY INVESTMENT (Tables) | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Temporary Equity Disclosure [Abstract] | |||||||||
Schedule of Stock by Class [Table Text Block] | The following is a reconciliation of the initial proceeds to the opening balance of our Convertible Preferred Shares (in thousands): | ||||||||
Convertible | |||||||||
Preferred | |||||||||
Stock | |||||||||
Initial proceeds | $ | 250,000 | |||||||
Direct transaction costs | (27,730 | ) | |||||||
Bifurcated embedded derivative liability, net of tax | (641 | ) | |||||||
Balance at October 20, 2009 | 221,629 | (1) | |||||||
-1 | The $28.4 million difference between the book value and the initial liquidation preference was accreted using the effective interest rate method from the execution of the contract to the milestone redemption right date or 10 years. | ||||||||
Schedule Of Convertible Preferred Stock Class [Table Text Block] | The Company’s Convertible Preferred Shares balance and changes in the carrying amount of the Convertible Preferred Stock are as follows (in thousands): | ||||||||
Dividends | Convertible | ||||||||
and | Preferred | ||||||||
Accretion | Stock | ||||||||
Balance as of October 30, 2011 | $ | 273,950 | |||||||
Accretion | 1,376 | ||||||||
Accrued paid-in-kind dividends(1) | 17,894 | ||||||||
Reversal of additional 4% accrued dividends(2) | (2,917 | ) | |||||||
Extinguishment and reissuance | 329,647 | ||||||||
Subtotal | 346,000 | ||||||||
Balance as of October 28, 2012 | 619,950 | ||||||||
Conversion to common stock | (619,950 | ) | |||||||
Balance as of November 2, 2014 and November 3, 2013 | $ | — | |||||||
-1 | Dividends were accrued at the 12% rate on a daily basis until the dividend declaration date. | ||||||||
-2 | The reversal of the additional 4% accrued dividends relates to the period from September 16, 2011 to December 15, 2011. | ||||||||
FAIR_VALUE_OF_FINANCIAL_INSTRU1
FAIR VALUE OF FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended | ||||||||||||||||
Nov. 02, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Fair Value, by Balance Sheet Grouping [Table Text Block] | The fair values of the remaining financial instruments not currently recognized at fair value on our consolidated balance sheets at the respective fiscal year ends were (in thousands): | ||||||||||||||||
2-Nov-14 | 3-Nov-13 | ||||||||||||||||
Carrying | Fair | Carrying | Fair | ||||||||||||||
Amount | Value | Amount | Value | ||||||||||||||
(In thousands) | (In thousands) | ||||||||||||||||
Credit agreement, due June 2019 | $ | 235,387 | $ | 230,091 | $ | 237,775 | $ | 237,775 | |||||||||
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | The following table summarizes information regarding our financial assets and liabilities that are measured at fair value on a recurring basis as of November 2, 2014, segregated by level of the valuation inputs within the fair value hierarchy utilized to measure fair value (in thousands): | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Short-term investments in deferred compensation plan(1): | |||||||||||||||||
Money market | $ | 731 | $ | — | $ | — | $ | 731 | |||||||||
Mutual funds – Growth | 791 | — | — | 791 | |||||||||||||
Mutual funds – Blend | 2,743 | — | — | 2,743 | |||||||||||||
Mutual funds – Foreign blend | 723 | — | — | 723 | |||||||||||||
Mutual funds – Fixed income | — | 561 | — | 561 | |||||||||||||
Total short-term investments in deferred compensation plan | 4,988 | 561 | — | 5,549 | |||||||||||||
Total assets | $ | 4,988 | $ | 561 | $ | — | $ | 5,549 | |||||||||
Liabilities: | |||||||||||||||||
Deferred compensation plan liability | $ | — | $ | 6,093 | $ | — | $ | 6,093 | |||||||||
Total liabilities | $ | — | $ | 6,093 | $ | — | $ | 6,093 | |||||||||
-1 | Unrealized holding gains for the fiscal year ended November 2, 2014, November 3, 2013 and October 28, 2012 were $0.2 million, $0.7 million and $0.2 million, respectively. These unrealized holding gains are primarily offset by changes in the deferred compensation plan liability. | ||||||||||||||||
The following table summarizes information regarding our financial assets and liabilities that are measured at fair value on a recurring basis as of November 3, 2013, segregated by level of the valuation inputs within the fair value hierarchy utilized to measure fair value (in thousands): | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Short-term investments in deferred compensation plan(1): | |||||||||||||||||
Money market | $ | 580 | $ | — | $ | — | $ | 580 | |||||||||
Mutual funds – Growth | 725 | — | — | 725 | |||||||||||||
Mutual funds – Blend | 2,348 | — | — | 2,348 | |||||||||||||
Mutual funds – Foreign blend | 695 | — | — | 695 | |||||||||||||
Mutual funds – Fixed income | — | 544 | — | 544 | |||||||||||||
Total short-term investments in deferred compensation plan | 4,348 | 544 | — | 4,892 | |||||||||||||
Total assets | $ | 4,348 | $ | 544 | $ | — | $ | 4,892 | |||||||||
Liabilities: | |||||||||||||||||
Deferred compensation plan liability | $ | — | $ | -5,036 | $ | — | $ | -5,036 | |||||||||
Total liabilities | $ | — | $ | -5,036 | $ | — | $ | -5,036 | |||||||||
Fair Value Measurements, Nonrecurring [Table Text Block] | The following table summarizes information regarding our financial assets that are measured at fair value on a nonrecurring basis as of November 2, 2014, segregated by level of the valuation inputs within the fair value hierarchy utilized to measure fair value (in thousands): | ||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Assets held for sale(1) | $ | — | $ | — | $ | 2,280 | $ | 2,280 | |||||||||
Total assets | $ | — | $ | — | $ | 2,280 | $ | 2,280 | |||||||||
-1 | Certain assets held for sale are valued at fair value and are measured at fair value on a nonrecurring basis. Assets held for sale are reported at fair value, if, on an individual basis, the fair value of the asset is less than cost. The fair value of assets held for sale is estimated using Level 3 inputs, such as broker quotes for like-kind assets or other market indications of a potential selling value which approximates fair value. | ||||||||||||||||
The following table summarizes information regarding our financial assets that are measured at fair value on a nonrecurring basis as of November 3, 2013, segregated by level of the valuation inputs within the fair value hierarchy utilized to measure fair value (in thousands): | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Assets: | |||||||||||||||||
Assets held for sale(1) | $ | — | $ | — | $ | 2,397 | $ | 2,397 | |||||||||
Total assets | $ | — | $ | — | $ | 2,397 | $ | 2,397 | |||||||||
-1 | Certain assets held for sale are valued at fair value and are measured at fair value on a nonrecurring basis. Assets held for sale are reported at fair value, if, on an individual basis, the fair value of the asset is less than cost. The fair value of assets held for sale is estimated using Level 3 inputs, such as broker quotes for like-kind assets or other market indications of a potential selling value which approximates fair value. | ||||||||||||||||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The income tax benefit for the fiscal years ended 2014, 2013 and 2012, consisted of the following (in thousands): | ||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Current: | |||||||||||||
Federal | $ | 3,919 | $ | (198 | ) | $ | 525 | ||||||
State | 1,016 | 987 | 826 | ||||||||||
Foreign | 516 | 946 | 556 | ||||||||||
Total current | 5,451 | 1,735 | 1,907 | ||||||||||
Deferred: | |||||||||||||
Federal | -198 | (8,928 | ) | 2,136 | |||||||||
State | -319 | (524 | ) | (121 | ) | ||||||||
Foreign | -3,444 | (1,137 | ) | 162 | |||||||||
Total deferred | -3,961 | (10,589 | ) | 2,177 | |||||||||
Total provision (benefit) | $ | 1,490 | $ | (8,854 | ) | $ | 4,084 | ||||||
Schedule Of Effective Income Tax Rate Reconciliation [Table Text Block] | The reconciliation of income tax computed at the United States federal statutory tax rate to the effective income tax rate is as follows: | ||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Statutory federal income tax rate | 35.00% | 35 | % | 35 | % | ||||||||
State income taxes | 4.60% | 1.9 | % | 6.9 | % | ||||||||
Non-deductible acquisition costs | —% | — | 6.9 | % | |||||||||
Production activities deduction | -3.70% | — | — | ||||||||||
Canadian valuation allowance | -23.30% | 1.9 | % | (8.0 | )% | ||||||||
Non-deductible expenses | 7.00% | (4.2 | )% | 6.1 | % | ||||||||
Uncertain tax position adjustment | -2.40% | — | — | ||||||||||
Foreign tax benefit | -4.50% | — | — | ||||||||||
Other | -0.90% | 6.1 | % | (1.5 | )% | ||||||||
Effective tax rate | 11.80% | 40.7 | % | 45.4 | % | ||||||||
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The tax effects of the temporary differences for fiscal 2014 and 2013 are as follows (in thousands): | ||||||||||||
As of | As of | ||||||||||||
November 2, | November 3, | ||||||||||||
2014 | 2013 | ||||||||||||
Deferred tax assets: | |||||||||||||
Inventory obsolescence | $ | 1,453 | $ | 1,414 | |||||||||
Bad debt reserve | 881 | 1,410 | |||||||||||
Accrued and deferred compensation | 21,179 | 20,335 | |||||||||||
Accrued insurance reserves | 1,481 | 1,501 | |||||||||||
Deferred revenue | 9,410 | 9,001 | |||||||||||
Net operating loss and tax credit carryover | 5,086 | 13,095 | |||||||||||
Depreciation and amortization | 732 | 144 | |||||||||||
Pension | 5,480 | 3,027 | |||||||||||
Other reserves | — | 318 | |||||||||||
Total deferred tax assets | 45,702 | 50,245 | |||||||||||
Less valuation allowance | — | (4,046 | ) | ||||||||||
Net deferred tax assets | 45,702 | 46,199 | |||||||||||
Deferred tax liabilities: | |||||||||||||
Depreciation and amortization | -34,074 | (39,014 | ) | ||||||||||
Intangibles | -9,356 | (9,983 | ) | ||||||||||
US tax on unremitted foreign earnings | -969 | (872 | ) | ||||||||||
Other | -75 | (779 | ) | ||||||||||
Total deferred tax liabilities | -44,474 | (50,648 | ) | ||||||||||
Total deferred tax (liability) asset | $ | 1,228 | $ | (4,449 | ) | ||||||||
Summary of Valuation Allowance [Table Text Block] | The following table represents the rollforward of the valuation allowance on deferred taxes activity for the fiscal years ended November 2, 2014, November 3, 2013 and October 28, 2012 (in thousands): | ||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Beginning balance | $ | 4,046 | $ | 4,700 | $ | 5,417 | |||||||
(Reductions) additions | (4,046) | (654 | ) | (717 | ) | ||||||||
Ending balance | $ | — | $ | 4,046 | $ | 4,700 | |||||||
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | The following table summarizes the activity related to the Company’s unrecognized tax benefits during fiscal 2014 and 2013 (in thousands): | ||||||||||||
2-Nov-14 | 3-Nov-13 | ||||||||||||
Unrecognized tax benefits at beginning of year | $ | 443 | $ | 293 | |||||||||
Additions for tax positions related to prior years | 21 | 150 | |||||||||||
Reductions resulting from expiration of statute of limitations | -321 | — | |||||||||||
Unrecognized tax benefits at end of year | $ | 143 | $ | 443 | |||||||||
ACCUMULATED_OTHER_COMPREHENSIV1
ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables) | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Equity [Abstract] | |||||||||
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Accumulated other comprehensive loss consists of the following (in thousands): | ||||||||
November 2, | November 3, | ||||||||
2014 | 2013 | ||||||||
Foreign exchange translation adjustments | $ | 52 | $ | 419 | |||||
Defined benefit pension plan actuarial losses, net of tax | -8,791 | (4,855 | ) | ||||||
Accumulated other comprehensive loss | $ | -8,739 | $ | (4,436 | ) | ||||
SUPPLEMENTARY_CASH_FLOW_INFORM1
SUPPLEMENTARY CASH FLOW INFORMATION (Tables) | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Supplemental Cash Flow Elements [Abstract] | |||||||||||||
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | The following table sets forth interest paid, taxes paid and non-cash dividends and accretion in each of the three fiscal years presented (in thousands): | ||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Interest paid, net of amounts capitalized | $ | 11,508 | $ | 16,410 | $ | 14,585 | |||||||
Taxes paid (refunded) | 911 | 2,148 | 1,323 | ||||||||||
Non-cash dividends and accretion | — | — | (16,354 | ) | |||||||||
Non-cash Convertible Preferred Stock amendment | — | — | (329,646 | ) | |||||||||
OPERATING_LEASE_COMMITMENTS_Ta
OPERATING LEASE COMMITMENTS (Tables) | 12 Months Ended | ||||
Nov. 02, 2014 | |||||
Leases [Abstract] | |||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | As of November 2, 2014, future minimum rental payments related to noncancellable operating leases are as follows (in thousands): | ||||
2015 | $ | 6,705 | |||
2016 | 5,390 | ||||
2017 | 4,004 | ||||
2018 | 1,979 | ||||
2019 | 766 | ||||
Thereafter | 4,409 | ||||
STOCK_REPURCHASE_PROGRAM_Table
STOCK REPURCHASE PROGRAM (Tables) | 12 Months Ended | ||||||||
Nov. 02, 2014 | |||||||||
Equity [Abstract] | |||||||||
Class of Treasury Stock [Table Text Block] | Changes in treasury common stock, at cost, were as follows (in thousands): | ||||||||
Number of | Amount | ||||||||
Shares | |||||||||
Balance, October 28, 2012 | 3 | $ | 26 | ||||||
Purchases | 175 | 2,445 | |||||||
Retirements | (170 | ) | (2,355 | ) | |||||
Balance, November 3, 2013 | 8 | $ | 116 | ||||||
Purchases | 1,381 | 23,804 | |||||||
Retirements | (1,150 | ) | (19,717 | ) | |||||
Balance, November 2, 2014 | 239 | $ | 4,203 | ||||||
EMPLOYEE_BENEFIT_PLANS_Tables
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended | ||||||||||||||||
Nov. 02, 2014 | |||||||||||||||||
Compensation and Retirement Disclosure [Abstract] | |||||||||||||||||
Schedule of Accumulated and Projected Benefit Obligations [Table Text Block] | The following table reconciles the change in the benefit obligation for the RCC Pension Plan from the beginning of the fiscal year to the end of the fiscal year (in thousands): | ||||||||||||||||
November 2, | November 3, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Accumulated benefit obligation | $ | 48,711 | $ | 44,322 | |||||||||||||
Projected benefit obligation – beginning of fiscal year | $ | 44,322 | $ | 48,563 | |||||||||||||
Interest cost | 1,912 | 1,703 | |||||||||||||||
Benefit payments | -3,045 | (3,421 | ) | ||||||||||||||
Actuarial (gains) losses | 5,522 | (2,523 | ) | ||||||||||||||
Projected benefit obligation – end of fiscal year | $ | 48,711 | $ | 44,322 | |||||||||||||
Schedule Of Actuarial Assumptions Used To Determine Benefit Obligations [Table Text Block] | Actuarial assumptions used to determine benefit obligations were as follows: | ||||||||||||||||
November 2, | November 3, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Assumed discount rate | 4.15% | 4.5 | % | ||||||||||||||
Schedule Of Reconciles Change In Plan Assets Of Pension Plan [Table Text Block] | The following table reconciles the change in plan assets of the RCC Pension Plan from the beginning of the fiscal year to the end of the fiscal year (in thousands): | ||||||||||||||||
November 2, | November 3, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Fair value of assets – beginning of fiscal year | $ | 37,275 | $ | 37,988 | |||||||||||||
Actual return on plan assets | 1,005 | 2,435 | |||||||||||||||
Company contributions | 1,443 | 273 | |||||||||||||||
Benefit payments | -3,045 | (3,421 | ) | ||||||||||||||
Fair value of assets – end of fiscal year | $ | 36,678 | $ | 37,275 | |||||||||||||
Schedule of Amounts Recognized in Balance Sheet [Table Text Block] | The following table sets forth the funded status of the RCC Pension Plan and the amounts recognized in the consolidated balance sheet (in thousands): | ||||||||||||||||
2-Nov-14 | 3-Nov-13 | ||||||||||||||||
Fair value of assets | $ | 36,678 | $ | 37,275 | |||||||||||||
Benefit obligation | 48,711 | 44,322 | |||||||||||||||
Funded status | $ | -12,033 | $ | (7,047 | ) | ||||||||||||
Unrecognized actuarial loss | 14,321 | 7,942 | |||||||||||||||
Unrecognized prior service cost | -50 | (60 | ) | ||||||||||||||
Prepaid (accrued) benefit cost | $ | 2,238 | $ | 835 | |||||||||||||
Schedule of Net Periodic Benefit Cost Not yet Recognized [Table Text Block] | The amounts in accumulated other comprehensive income that have not yet been recognized as components of net periodic benefit income (in thousands): | ||||||||||||||||
November 2, | November 3, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Unrecognized actuarial loss | $ | 14,321 | $ | 7,942 | |||||||||||||
Unrecognized prior service cost | -50 | (60 | ) | ||||||||||||||
Total | $ | 14,271 | $ | 7,882 | |||||||||||||
Schedule of Net Benefit Costs [Table Text Block] | The following table sets forth the components of the net periodic benefit income (in thousands): | ||||||||||||||||
November 2, | November 3, | October 28, | |||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Interest cost | $ | 1,912 | $ | 1,703 | $ | 2,011 | |||||||||||
Expected return on assets | -2,369 | (2,172 | ) | (2,379 | ) | ||||||||||||
Amortization of prior service cost | -9 | (9 | ) | (9 | ) | ||||||||||||
Amortization of loss | 507 | 906 | 641 | ||||||||||||||
Net periodic benefit cost (income) | $ | 41 | $ | 428 | $ | 264 | |||||||||||
Schedule of Defined Benefit Plan Amounts Recognized in Other Comprehensive Income (Loss) [Table Text Block] | The following table sets forth the changes in plan assets and benefit obligation recognized in other comprehensive income (in thousands): | ||||||||||||||||
November 2, | November 3, | October 28, | |||||||||||||||
2014 | 2013 | 2012 | |||||||||||||||
Net actuarial gain (loss) | $ | -6,886 | $ | 2,786 | $ | (2,363 | ) | ||||||||||
Amortization of net actuarial loss | 507 | 906 | 641 | ||||||||||||||
Amortization of prior service credit | -9 | (9 | ) | (9 | ) | ||||||||||||
Total recognized in other comprehensive income (loss) | $ | -6,388 | $ | 3,683 | $ | (1,731 | ) | ||||||||||
Schedule of Amounts in Accumulated Other Comprehensive Income (Loss) to be Recognized over Next Fiscal Year [Table Text Block] | The estimated amortization for the next fiscal year for amounts reclassified from accumulated other comprehensive income into the consolidated income statement (in thousands): | ||||||||||||||||
2-Nov-14 | |||||||||||||||||
Amortization of prior service cost | -9 | ||||||||||||||||
Amortization of loss | 1,443 | ||||||||||||||||
Total estimated amortization | $ | 1,434 | |||||||||||||||
Schedule of Assumptions Used [Table Text Block] | Actuarial assumptions used to determine net periodic benefit income were as follows: | ||||||||||||||||
Fiscal 2014 | Fiscal 2013 | ||||||||||||||||
Assumed discount rate | 4.50% | 3.65 | % | ||||||||||||||
Expected rate of return on plan assets | 6.60% | 6 | % | ||||||||||||||
Schedule Of Weighted Average Assets Allocation By Assets Category [Table Text Block] | The weighted-average asset allocations by asset category are as follows: | ||||||||||||||||
Investment Type | 2-Nov-14 | 3-Nov-13 | |||||||||||||||
Equity securities | 32% | 36 | % | ||||||||||||||
Debt securities | 44 | 43 | |||||||||||||||
Master limited partnerships | 7 | 0 | |||||||||||||||
Cash and cash equivalents | 3 | 12 | |||||||||||||||
Real estate | 8 | 5 | |||||||||||||||
Other | 6 | 4 | |||||||||||||||
Total | 100% | 100 | % | ||||||||||||||
Schedule Of Fair Value Of Pension Plan Assets By Assets Category [Table Text Block] | The table below presents the fair values of the assets in our RCC Pension Plan at November 2, 2014 and November 3, 2013, by asset category and by levels of fair value as further defined in Note 13 — Fair Value of Financial Instruments and Fair Value Measurements (in thousands). | ||||||||||||||||
2-Nov-14 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Asset category: | |||||||||||||||||
Cash | $ | 1,339 | $ | — | $ | — | $ | 1,339 | |||||||||
Mutual funds: | |||||||||||||||||
Growth funds(1) | 2,067 | — | — | 2,067 | |||||||||||||
Real estate funds(2) | 2,917 | — | — | 2,917 | |||||||||||||
Commodity linked funds(3) | 2,489 | — | — | 2,489 | |||||||||||||
Master limited partnerships(4) | 2,682 | — | — | 2,682 | |||||||||||||
Government securities(5) | — | 9,630 | — | 9,630 | |||||||||||||
Corporate bonds(6) | — | 6,157 | — | 6,157 | |||||||||||||
Common/collective trusts(7) | — | 9,397 | — | 9,397 | |||||||||||||
Total as of November 2, 2014 | $ | 11,494 | $ | 25,184 | $ | — | $ | 36,678 | |||||||||
3-Nov-13 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Asset category: | |||||||||||||||||
Cash | $ | 4,537 | $ | — | $ | — | $ | 4,537 | |||||||||
Mutual funds: | |||||||||||||||||
Growth funds(1) | 1,408 | — | — | 1,408 | |||||||||||||
Real estate funds(2) | 1,696 | — | — | 1,696 | |||||||||||||
Commodity linked funds(3) | 1,738 | — | — | 1,738 | |||||||||||||
Government securities(5) | — | 9,501 | — | 9,501 | |||||||||||||
Corporate bonds(6) | — | 6,328 | — | 6,328 | |||||||||||||
Common/collective trusts(7) | — | 11,885 | — | 11,885 | |||||||||||||
Partnerships/Joint venture interest(8) | — | — | 182 | 182 | |||||||||||||
Total as of November 3, 2013 | $ | 9,379 | $ | 27,714 | $ | 182 | $ | 37,275 | |||||||||
-1 | The strategy seeks long-term growth of capital. The fund currently invests in common stocks and other securities of companies in countries with developing economies and/or markets. | ||||||||||||||||
-2 | The portfolio is constructed of Real Estate Investment Trusts (“REITs”) with the potential to provide strong and consistent earnings growth. Eligible investments for the portfolio include publicly traded equity REITs, Real Estate Operating Companies, homebuilders and commercial REITs. The portfolio invests across various sectors and is geographically diverse to manage potential risk. | ||||||||||||||||
-3 | The strategy seeks to replicate a diversified basket of commodity futures consistent with the composition of the Dow Jones UBS Commodity index. The strategy is defined to be a hedge against risking inflation and from time to time will allocate a portion of the portfolio to inflation-protected securities and other fixed income securities. | ||||||||||||||||
-4 | These holdings in Master Limited Partnerships (“MLPs”) are publicly traded partnerships which are limited by the U.S. tax code to engaging in certain natural resource and energy businesses such as petroleum and natural gas extraction and transportation. The strategy of MLPs is to earn a relatively stable income from the transportation of oil, gasoline or natural gas. | ||||||||||||||||
-5 | These holdings represent fixed-income securities issued and backed by the full faith of the United States government. The strategy is designed to lengthen duration to match the duration of the pension plan liabilities. | ||||||||||||||||
-6 | These holdings represent fixed-income securities with varying maturities diversified by issuer, sector and industry. At the time of purchase, the securities must be rated investment grade. This strategy is also taken into consideration with the government bond holdings when matching duration of the liabilities. | ||||||||||||||||
-7 | The collective trusts seek long-term growth of capital through index replication strategies designed to match the holdings of the S&P 500, Russell 2000 and MSCI EAFE. | ||||||||||||||||
-8 | The strategy seeks long-term growth of capital through a diversified hedge fund of fund offering. The hedge fund of fund will be diversified by strategy and firm seeking bond-like volatility over a full market cycle. When observable prices are not available for these securities, the value is based on a market approach, as defined in the authoritative guidance on fair value measurements, to evaluate the fair value of such Level 3 instruments. | ||||||||||||||||
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The following table summarizes the fair value activity of partnerships/joint venture interest in the RCC Pension Plan in Level 3 during fiscal 2014 and fiscal 2013 (in thousands): | ||||||||||||||||
November 2, | November 3, | ||||||||||||||||
2014 | 2013 | ||||||||||||||||
Beginning balance | $ | 182 | $ | 3,224 | |||||||||||||
Distributions | (186) | (3,466 | ) | ||||||||||||||
Unrealized gains on plan assets | 4 | 424 | |||||||||||||||
Ending balance | $ | — | $ | 182 | |||||||||||||
Schedule of Expected Benefit Payments [Table Text Block] | We expect the following benefit payments to be made (in thousands): | ||||||||||||||||
Fiscal Years Ended | Pension Benefits | ||||||||||||||||
2015 | $ | 4,311 | |||||||||||||||
2016 | 3,426 | ||||||||||||||||
2017 | 3,267 | ||||||||||||||||
2018 | 3,248 | ||||||||||||||||
2019 | 3,147 | ||||||||||||||||
2020 – 2024 | 15,476 | ||||||||||||||||
OPERATING_SEGMENTS_Tables
OPERATING SEGMENTS (Tables) | 12 Months Ended | ||||||||||||
Nov. 02, 2014 | |||||||||||||
Segment Reporting [Abstract] | |||||||||||||
Schedule Of Segment Reporting Information, By Segment [Table Text Block] | The following table represents summary financial data attributable to these operating segments for the periods indicated (in thousands): | ||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Total sales: | |||||||||||||
Metal coil coating | $ | 246,582 | $ | 222,064 | $ | 210,227 | |||||||
Metal components | 694,858 | 663,094 | 534,853 | ||||||||||
Engineered building systems | 669,843 | 655,767 | 643,473 | ||||||||||
Intersegment sales | -240,743 | (232,530 | ) | (234,543 | ) | ||||||||
Total net sales | $ | 1,370,540 | $ | 1,308,395 | $ | 1,154,010 | |||||||
External sales: | |||||||||||||
Metal coil coating | $ | 113,602 | $ | 92,970 | $ | 81,106 | |||||||
Metal components | 607,594 | 581,772 | 446,720 | ||||||||||
Engineered building systems | 649,344 | 633,653 | 626,184 | ||||||||||
Total net sales | $ | 1,370,540 | $ | 1,308,395 | $ | 1,154,010 | |||||||
Operating income (loss): | |||||||||||||
Metal coil coating | $ | 23,982 | $ | 24,027 | $ | 22,322 | |||||||
Metal components | 33,306 | 36,167 | 34,147 | ||||||||||
Engineered building systems | 32,525 | 23,405 | 37,596 | ||||||||||
Corporate | -64,717 | (64,411 | ) | (62,376 | ) | ||||||||
Total operating income | $ | 25,096 | $ | 19,188 | $ | 31,689 | |||||||
Unallocated other expense | -12,421 | (40,927 | ) | (22,692 | ) | ||||||||
Income (loss) before income taxes | $ | 12,675 | $ | (21,739 | ) | $ | 8,997 | ||||||
Depreciation and amortization: | |||||||||||||
Metal coil coating | $ | 4,031 | $ | 3,285 | $ | 3,390 | |||||||
Metal components | 19,643 | 19,093 | 11,887 | ||||||||||
Engineered building systems | 10,896 | 11,937 | 12,694 | ||||||||||
Corporate | 2,382 | 4,960 | 5,869 | ||||||||||
Total depreciation and amortization expense | $ | 36,952 | $ | 39,275 | $ | 33,840 | |||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Capital expenditures: | |||||||||||||
Metal coil coating | $ | 3,935 | $ | 9,350 | $ | 6,371 | |||||||
Metal components | 8,646 | 7,417 | 16,123 | ||||||||||
Engineered building systems | 2,569 | 1,405 | 1,802 | ||||||||||
Corporate | 2,870 | 6,254 | 3,855 | ||||||||||
Total capital expenditures | $ | 18,020 | $ | 24,426 | $ | 28,151 | |||||||
Property, plant and equipment, net: | |||||||||||||
Metal coil coating | $ | 43,690 | $ | 43,789 | $ | 37,780 | |||||||
Metal components | 132,086 | 143,162 | 151,915 | ||||||||||
Engineered building systems | 43,876 | 30,791 | 55,316 | ||||||||||
Corporate | 25,062 | 43,176 | 23,864 | ||||||||||
Total property, plant and equipment, net | $ | 244,714 | $ | 260,918 | $ | 268,875 | |||||||
Total assets: | |||||||||||||
Metal coil coating | $ | 84,519 | $ | 71,118 | $ | 60,169 | |||||||
Metal components | 365,874 | 380,488 | 381,028 | ||||||||||
Engineered building systems | 209,281 | 199,551 | 214,227 | ||||||||||
Corporate | 99,009 | 129,106 | 96,060 | ||||||||||
$ | 758,683 | $ | 780,263 | $ | 751,484 | ||||||||
Schedule of Disclosure on Geographic Areas, Long-Lived Assets in Individual Foreign Countries by Country [Table Text Block] | The following table represents summary financial data attributable to various geographic regions for the periods indicated (in thousands): | ||||||||||||
Fiscal Year Ended | |||||||||||||
November 2, | November 3, | October 28, | |||||||||||
2014 | 2013 | 2012 | |||||||||||
Total sales: | |||||||||||||
United States of America | $ | 1,258,055 | $ | 1,192,327 | $ | 1,045,483 | |||||||
Canada | 92,238 | 102,070 | 82,742 | ||||||||||
Mexico | 4,417 | 7,378 | 7,232 | ||||||||||
All other | 15,830 | 6,620 | 18,553 | ||||||||||
Total net sales | $ | 1,370,540 | $ | 1,308,395 | $ | 1,154,010 | |||||||
Long-lived assets: | |||||||||||||
United States of America | $ | 358,634 | $ | 378,814 | $ | 392,062 | |||||||
Canada | 134 | 114 | 170 | ||||||||||
Mexico | 6,095 | 6,191 | 6,417 | ||||||||||
Total long-lived assets | $ | 364,863 | $ | 385,119 | $ | 398,649 | |||||||
QUARTERLY_RESULTS_Unaudited_Ta
QUARTERLY RESULTS (Unaudited) (Tables) | 12 Months Ended | ||||||||||||||||
Nov. 02, 2014 | |||||||||||||||||
Quarterly Financial Information Disclosure [Abstract] | |||||||||||||||||
Schedule of Quarterly Financial Information [Table Text Block] | Shown below are selected unaudited quarterly data (in thousands, except per share data): | ||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
FISCAL YEAR 2014 | |||||||||||||||||
Sales | $ | 310,666 | $ | 305,800 | $ | 361,626 | $ | 392,448 | |||||||||
Gross profit | $ | 59,225 | $ | 59,597 | $ | 79,565 | $ | 93,437 | |||||||||
Net income (loss) | $ | -4,258 | $ | -4,905 | $ | 6,089 | $ | 14,259 | |||||||||
Net income (loss) applicable to common shares | $ | -4,258 | $ | -4,905 | $ | 6,039 | $ | 14,162 | |||||||||
Income (loss) per common share:(1)(2) | |||||||||||||||||
Basic | $ | -0.06 | $ | -0.07 | $ | 0.08 | $ | 0.19 | |||||||||
Diluted | $ | -0.06 | $ | -0.07 | $ | 0.08(3) | $ | 0.19(3) | |||||||||
FISCAL YEAR 2013 | |||||||||||||||||
Sales | $ | 297,584 | $ | 293,399 | $ | 317,201 | $ | 400,211 | |||||||||
Gross profit | $ | 60,869 | $ | 60,837 | $ | 67,038 | $ | 87,300 | |||||||||
Net income (loss) | $ | (3,627 | ) | $ | (5,342 | ) | $ | (12,192 | ) | $ | 8,276 | ||||||
Net income (loss) applicable to common shares | $ | (3,627 | ) | $ | (5,342 | ) | $ | (12,192 | ) | $ | 8,182 | (3) | |||||
Income (loss) per common share:(1)(2) | |||||||||||||||||
Basic | $ | (0.19 | ) | $ | (0.28 | ) | $ | (0.19 | ) | $ | 0.11 | ||||||
Diluted | $ | (0.19 | ) | $ | (0.28 | ) | $ | (0.19 | ) | $ | 0.11 | ||||||
-1 | The sum of the quarterly income per share amounts may not equal the annual amount reported, as per share amounts are computed independently for each quarter and for the full year based on the respective weighted average common shares outstanding. | ||||||||||||||||
-2 | During the third and fourth quarter of fiscal 2014 and fourth quarter of fiscal 2013, a portion of the income was allocated to “participating securities.” These participating securities are treated as a separate class in computing earnings per share (see Note 7). | ||||||||||||||||
-3 | Undistributed earnings attributable to participating securities was $0.1 million during each of the third and fourth quarters of fiscal 2014 and $0.1 million during the fourth quarter of fiscal 2013. | ||||||||||||||||
Schedule Of Quarterly Income Loss Amounts Impacted By Special Income Expense [Table Text Block] | The quarterly income (loss) before income taxes were impacted by the following special income (expense) items: | ||||||||||||||||
First | Second | Third | Fourth | ||||||||||||||
Quarter | Quarter | Quarter | Quarter | ||||||||||||||
FISCAL YEAR 2014 | |||||||||||||||||
Gain on insurance recovery | $ | 987 | $ | 324 | $ | — | $ | — | |||||||||
Secondary offering costs | -704 | -50 | — | — | |||||||||||||
Foreign exchange gain (loss) | -701 | 262 | -360 | -298 | |||||||||||||
Strategic development costs | — | — | -1,486 | -3,512 | |||||||||||||
Total special charges in income (loss) before income taxes | $ | -418 | $ | 536 | $ | -1,846 | $ | -3,810 | |||||||||
FISCAL YEAR 2013 | |||||||||||||||||
Debt extinguishment costs | $ | — | $ | — | $ | (21,491 | ) | $ | — | ||||||||
Gain on insurance recovery | — | — | — | 1,023 | |||||||||||||
Unreimbursed business interruption costs | — | — | — | (500 | ) | ||||||||||||
Total special charges in income (loss) before income taxes | $ | — | $ | — | $ | (21,491 | ) | $ | 523 | ||||||||
NATURE_OF_BUSINESS_AND_PRINCIP1
NATURE OF BUSINESS AND PRINCIPLES OF CONSOLIDATION (Details Textual) (USD $) | 0 Months Ended | |||
14-May-13 | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 20, 2009 | |
Schedule Of Nature Of Business And Principles Of Consolidation [Line Items] | ||||
Common Stock, Shares, Issued | 73,769,095 | 74,793,249 | ||
Cdr Fund Eight [Member] | ||||
Schedule Of Nature Of Business And Principles Of Consolidation [Line Items] | ||||
Preferred Stock, Shares Issued | 250,000 | |||
Preferred Stock, Par or Stated Value Per Share | $1 | |||
Voting Rights Percentage Attributable Upon Conversion Of Convertible Preferred Stock | 68.40% | |||
CD And R Funds [Member] | ||||
Schedule Of Nature Of Business And Principles Of Consolidation [Line Items] | ||||
Convertible Preferred Stock, Shares Issued upon Conversion | 339,293 | |||
Common Stock, Shares, Issued | 54,136,817 | |||
Percentage Of Common Stock | 72.40% |
SUMMARY_OF_SIGNIFICANT_ACCOUNT3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Summary Of Significant Accounting Policies [Line Items] | |||
Beginning balance | $6,055 | $6,000 | $6,109 |
Provision for (recovery of) bad debts | 256 | 1,679 | -109 |
Amounts charged against allowance for bad debts, net of recoveries | -235 | -1,624 | -258 |
Ending balance | $6,076 | $6,055 | $6,000 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 |
In Thousands, unless otherwise specified | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Raw materials | $93,367 | $87,567 |
Work in process and finished goods | 38,130 | 34,538 |
Inventory Net | $131,497 | $122,105 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 2) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Summary Of Significant Accounting Policies [Line Items] | |||
Beginning balance | $1,769 | $1,521 | $1,349 |
Provisions | 648 | 1,161 | 725 |
Dispositions | -674 | -913 | -553 |
Ending balance | $1,743 | $1,769 | $1,521 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 3) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
In Thousands, unless otherwise specified | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Gross | $619,446 | $612,896 | |
Less accumulated depreciation | -374,732 | -351,978 | |
Property, plant and equipment, net | 244,714 | 260,918 | 268,875 |
Land [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Gross | 20,482 | 22,406 | |
Building and Improvements [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Gross | 184,880 | 182,943 | |
Machinery Equipment and Furniture [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Gross | 289,833 | 279,682 | |
Transportation Equipment [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Gross | 2,943 | 2,907 | |
Computer Software and Equipment [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Gross | 103,454 | 98,890 | |
Construction in Progress [Member] | |||
Summary Of Significant Accounting Policies [Line Items] | |||
Property, Plant and Equipment, Gross | $17,854 | $26,068 |
SUMMARY_OF_SIGNIFICANT_ACCOUNT7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 4) | 12 Months Ended |
Nov. 02, 2014 | |
Building Improvements [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, Plant and Equipment, Useful Life | 39 years |
Building Improvements [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, Plant and Equipment, Useful Life | 15 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Transportation Equipment [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, Plant and Equipment, Useful Life | 10 years |
Transportation Equipment [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, Plant and Equipment, Useful Life | 4 years |
Computer Software and Equipment [Member] | Maximum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, Plant and Equipment, Useful Life | 7 years |
Computer Software and Equipment [Member] | Minimum [Member] | |
Summary Of Significant Accounting Policies [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
SUMMARY_OF_SIGNIFICANT_ACCOUNT8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended | ||||||
Nov. 02, 2014 | Aug. 03, 2014 | 4-May-14 | Feb. 02, 2014 | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | Oct. 30, 2011 | |
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Disposal Group, Including Discontinued Operation, Long Lived Assets | $2,900,000 | $2,900,000 | ||||||
Depreciation | 31,700,000 | 32,000,000 | 25,600,000 | |||||
Interest Paid, Capitalized | 200,000 | 200,000 | 900,000 | |||||
Deferred Finance Costs, Net | 3,300,000 | 3,300,000 | 4,300,000 | |||||
Engineering, selling, general and administrative expenses | 261,730,000 | 256,856,000 | 219,340,000 | |||||
Product Warranty Expiration Period Range Start | 2 years | |||||||
Product Warranty Expiration Period Range End | 20 years | |||||||
Reinsurance Effect on Claims and Benefits Incurred, Amount Assumed | 300,000 | |||||||
Workers' Compensation Liability | 500,000 | 500,000 | ||||||
Property and Auto Liability Insurances | 50,000 | 50,000 | ||||||
Auto Liability Insurance | 250,000 | 250,000 | ||||||
General Liability Insurance | 1,000,000 | 1,000,000 | ||||||
Advertising Expense | 7,600,000 | 6,600,000 | 5,700,000 | |||||
Foreign Currency Transaction Remeasurement Gain Loss | -900,000 | -100,000 | -400,000 | |||||
Foreign Currency Transaction Gain (Loss), before Tax | -298,000 | -360,000 | 262,000 | -701,000 | -200,000 | 200,000 | 300,000 | |
Dividends Payable Rate | 12.00% | |||||||
Subsequent Benefit Rate | 4.00% | |||||||
Valuation Allowance, Amount | 0 | 0 | 4,046,000 | 4,700,000 | 5,417,000 | |||
Disposal Group, Including Discontinued Operation, Assets, Current | 5,690,000 | 5,690,000 | 2,879,000 | |||||
Construction in Progress, Gross | 10,600,000 | 10,600,000 | ||||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax | -400,000 | -100,000 | ||||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | 600,000 | |||||||
Percentage Of Compensation Expense Paid By Cash | 50.00% | |||||||
Percentage Of Compensation Expense Paid By Stock | 50.00% | |||||||
Computer Software, Intangible Asset [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Depreciation | 8,200,000 | 8,100,000 | 6,300,000 | |||||
Construction in Progress, Gross | 800,000 | 800,000 | ||||||
Computer Software, Intangible Asset [Member] | Maximum [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Property, Plant and Equipment, Useful Life | 7 years | |||||||
Computer Software, Intangible Asset [Member] | Minimum [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Property, Plant and Equipment, Useful Life | 3 years | |||||||
Machinery and Equipment [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Construction in Progress, Gross | 9,800,000 | 9,800,000 | ||||||
Machinery and Equipment [Member] | Maximum [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Property, Plant and Equipment, Useful Life | 15 years | |||||||
Machinery and Equipment [Member] | Minimum [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Property, Plant and Equipment, Useful Life | 3 years | |||||||
Stock Awards And Stock Options [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Allocated Share-based Compensation Expense | 10,200,000 | 14,900,000 | 9,300,000 | |||||
Purchasing Cost [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Engineering, selling, general and administrative expenses | 3,800,000 | 2,600,000 | 3,500,000 | |||||
Engineering And Drafting Cost [Member] | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Engineering, selling, general and administrative expenses | $44,900,000 | $43,000,000 | $41,100,000 |
GAIN_ON_INSURANCE_RECOVERY_Det
GAIN ON INSURANCE RECOVERY (Details Textual) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Aug. 03, 2014 | 4-May-14 | Feb. 02, 2014 | Nov. 03, 2013 | Jul. 28, 2013 | Apr. 28, 2013 | Jan. 27, 2013 | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Business Interruption Loss [Line Items] | |||||||||||
Gain On Insurance Recovery | $0 | $0 | $324 | $987 | $1,023 | $0 | $0 | $0 | $1,311 | $1,023 | $0 |
Finite-Lived Intangible Asset, Useful Life | 10 years |
GOODWILL_AND_OTHER_INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Nov. 03, 2013 | Nov. 02, 2014 |
Goodwill [Line Items] | ||
Balance | $76,746 | $75,226 |
Finalization of purchase price allocation | -1,520 | |
Balance | 75,226 | 75,226 |
Metal Coil Coating [Member] | ||
Goodwill [Line Items] | ||
Balance | 0 | 0 |
Finalization of purchase price allocation | 0 | |
Balance | 0 | 0 |
Metal Components [Member] | ||
Goodwill [Line Items] | ||
Balance | 71,546 | 70,026 |
Finalization of purchase price allocation | -1,520 | |
Balance | 70,026 | 70,026 |
Engineered Building Systems [Member] | ||
Goodwill [Line Items] | ||
Balance | 5,200 | 5,200 |
Finalization of purchase price allocation | 0 | |
Balance | $5,200 | $5,200 |
GOODWILL_AND_OTHER_INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 1) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 |
Goodwill [Line Items] | ||
Amortized intangible assets: | $53,779 | $53,779 |
Accumulated Amortization | -22,311 | -18,259 |
Net book value | 31,468 | 35,520 |
Trade names | 13,455 | 13,455 |
Total intangible assets at net book value | 44,923 | 48,975 |
Finite-Lived Intangible Asset, Useful Life | 10 years | |
Customer Lists and Relationships [Member] | ||
Goodwill [Line Items] | ||
Amortized intangible assets: | 30,310 | 30,310 |
Accumulated Amortization | -9,040 | -6,660 |
Non-competition agreements [Member] | ||
Goodwill [Line Items] | ||
Amortized intangible assets: | 8,132 | 8,132 |
Accumulated Amortization | -8,081 | -7,471 |
Trade Names [Member] | ||
Goodwill [Line Items] | ||
Amortized intangible assets: | 15,187 | 15,187 |
Accumulated Amortization | -5,073 | -4,061 |
Finite-Lived Intangible Asset, Useful Life | 15 years | |
Supplier Relationships [Member] | ||
Goodwill [Line Items] | ||
Amortized intangible assets: | 150 | 150 |
Accumulated Amortization | ($117) | ($67) |
Finite-Lived Intangible Asset, Useful Life | 3 years | |
Maximum [Member] | Customer Lists and Relationships [Member] | ||
Goodwill [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 15 years | |
Maximum [Member] | Non-competition agreements [Member] | ||
Goodwill [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 10 years | |
Minimum [Member] | Customer Lists and Relationships [Member] | ||
Goodwill [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 12 years | |
Minimum [Member] | Non-competition agreements [Member] | ||
Goodwill [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 5 years |
GOODWILL_AND_OTHER_INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS (Details 2) (USD $) | Nov. 02, 2014 |
In Thousands, unless otherwise specified | |
Goodwill [Line Items] | |
2015 | $3,477 |
2016 | 3,393 |
2017 | 3,393 |
2018 | 3,393 |
2019 | $3,393 |
GOODWILL_AND_OTHER_INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS (Details Textual) (USD $) | 9 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Aug. 03, 2013 | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Goodwill [Line Items] | ||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 13 years 3 months 18 days | 13 years 3 months 18 days | ||
Amortization of Intangible Assets | $4.10 | $4.10 | $4 | |
Goodwill, Period Increase (Decrease) | $1.50 |
SHAREBASED_COMPENSATION_Detail
SHARE-BASED COMPENSATION (Details) | 0 Months Ended | 1 Months Ended | 0 Months Ended |
Dec. 16, 2013 | Dec. 17, 2012 | Dec. 15, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected volatility | 54.29% | 55.24% | 54.69% |
Expected term (in years) | 5 years 9 months | 5 years 9 months | 5 years 9 months |
Risk-free interest rate | 1.75% | 0.90% | 1.02% |
SHAREBASED_COMPENSATION_Detail1
SHARE-BASED COMPENSATION (Details 1) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Begining Balance, Number of Shares | 2,008 | 2,100 | 2,019 |
Granted, Number of Shares | 5 | 2 | 93 |
Exercised, Number of Shares | -76 | ||
Cancelled, Number of Shares | -65 | -18 | -12 |
Ending Balance, Number of Shares | 1,948 | 2,008 | 2,100 |
Exercisable, Number of Shares | 1,788 | ||
Begining Balance, Weighted-Average Exercise Price | $15.55 | $16.11 | $16.85 |
Granted, Weighted-Average Exercise Price | $17.79 | $14.28 | $10.18 |
Exercised, Weighted-Average Exercise Price | ($8.85) | ||
Cancelled, Weighted-Average Exercise Price | ($148.82) | ($111.55) | ($94.54) |
Ending Balance, Weighted-Average Exercise Price | $11.05 | $15.55 | $16.11 |
Exercisable, Weighted-Average Exercise Price | $11.12 | ||
Weighted Average Remaining Life (in years) | 5 years 2 months 12 days | ||
Exercisable, Weighted Average Remaining Life (in years) | 5 years 2 months 12 days | ||
Balance, Aggregate Intrinsic Value | $20,675 | ||
Exercisable, Aggregate Intrinsic Value | $19,127 |
SHAREBASED_COMPENSATION_Detail2
SHARE-BASED COMPENSATION (Details 2) (USD $) | 12 Months Ended | |||
In Thousands, except Per Share data, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | Oct. 30, 2011 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options Outstanding, Number of Options | 1,948 | 2,008 | 2,100 | 2,019 |
Options Outstanding, Weighted Average Remaining Life (in years) | 5 years 2 months 12 days | |||
Options Outstanding, Weighted Average Exercise Price | $11.05 | $15.55 | $16.11 | $16.85 |
Options Exercisable, Number of Options | 1,788 | |||
Options Exercisable, Weighted Average Exercise Price | $11.12 | |||
Stock Option 1 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options Outstanding, Number of Options | 1,922 | |||
Options Outstanding, Weighted Average Remaining Life (in years) | 5 years 3 months 18 days | |||
Options Outstanding, Weighted Average Exercise Price | $9.12 | |||
Options Exercisable, Number of Options | 1,767 | |||
Options Exercisable, Weighted Average Exercise Price | $9.05 | |||
Stock Option 2 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options Outstanding, Number of Options | 12 | |||
Options Outstanding, Weighted Average Remaining Life (in years) | 4 years 1 month 6 days | |||
Options Outstanding, Weighted Average Exercise Price | $104.46 | |||
Options Exercisable, Number of Options | 7 | |||
Options Exercisable, Weighted Average Exercise Price | $165.95 | |||
Stock Option 3 [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Options Outstanding, Number of Options | 14 | |||
Options Outstanding, Weighted Average Remaining Life (in years) | 7 months 6 days | |||
Options Outstanding, Weighted Average Exercise Price | $203.55 | |||
Options Exercisable, Number of Options | 14 | |||
Options Exercisable, Weighted Average Exercise Price | $203.55 |
SHAREBASED_COMPENSATION_Detail3
SHARE-BASED COMPENSATION (Details 3) | 0 Months Ended | 1 Months Ended | 0 Months Ended | |
Dec. 16, 2013 | Dec. 17, 2012 | Dec. 15, 2011 | Aug. 01, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 54.29% | 55.24% | 54.69% | |
Expected term (in years) | 5 years 9 months | 5 years 9 months | 5 years 9 months | |
Risk-free interest rate | 1.75% | 0.90% | 1.02% | |
Phantom Share Units (PSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected volatility | 56.90% | |||
Expected term (in years) | 2 years 11 months 1 day | |||
Risk-free interest rate | 0.30% | |||
Lack of marketability discount | 20.00% |
SHAREBASED_COMPENSATION_Detail4
SHARE-BASED COMPENSATION (Details 4) (USD $) | 12 Months Ended | |||||
In Thousands, except Per Share data, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | |||
Time Based Award [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Shares, Begining Balance (in shares) | 1,509 | 1,720 | 1,590 | |||
Number of Shares, Granted | 192 | 447 | 694 | |||
Number of Shares, Vested | -765 | -612 | -494 | |||
Number of Shares, Forfeited | -81 | -46 | -70 | |||
Number of Shares, Ending Balance (in shares) | 855 | 1,509 | 1,720 | |||
Weighted Average Grant Price, Begining Balance | $13.62 | $12.09 | $12.40 | |||
Weighted Average Grant Price, Granted | $18.28 | $14.30 | $10.17 | |||
Weighted Average Grant Price, Vested | $13.01 | $9.98 | $10.61 | |||
Weighted Average Grant Price, Forfeited | $13.49 | $11.69 | $10.38 | |||
Weighted Average Grant Price, Ending Balance | $15.22 | $13.62 | $12.09 | |||
Performance Based Award [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Shares, Begining Balance (in shares) | 0 | [1] | 0 | [1] | 0 | [1] |
Number of Shares, Granted | 125 | [1] | 0 | [1] | 0 | [1] |
Number of Shares, Vested | 0 | [1] | 0 | [1] | 0 | [1] |
Number of Shares, Forfeited | -8 | [1] | 0 | [1] | 0 | [1] |
Number of Shares, Ending Balance (in shares) | 117 | [1] | 0 | [1] | 0 | [1] |
Weighted Average Grant Price, Begining Balance | $0 | $0 | $0 | |||
Weighted Average Grant Price, Granted | $17.47 | $0 | $0 | |||
Weighted Average Grant Price, Vested | $0 | $0 | $0 | |||
Weighted Average Grant Price, Forfeited | $17.47 | $0 | $0 | |||
Weighted Average Grant Price, Ending Balance | $17.47 | $0 | $0 | |||
Market Based [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of Shares, Begining Balance (in shares) | 1,028 | [1] | 1,028 | [1] | 0 | [1] |
Number of Shares, Granted | 0 | [1] | 0 | [1] | 1,028 | [1] |
Number of Shares, Vested | 0 | [1] | 0 | [1] | 0 | [1] |
Number of Shares, Forfeited | 0 | [1] | 0 | [1] | 0 | [1] |
Number of Shares, Ending Balance (in shares) | 1,028 | [1] | 1,028 | [1] | 1,028 | [1] |
Weighted Average Grant Price, Begining Balance | $11.71 | $11.71 | $0 | |||
Weighted Average Grant Price, Granted | $0 | $0 | $11.71 | |||
Weighted Average Grant Price, Vested | $0 | $0 | $0 | |||
Weighted Average Grant Price, Forfeited | $0 | $0 | $0 | |||
Weighted Average Grant Price, Ending Balance | $11.71 | $11.71 | $11.71 | |||
[1] | The number of restricted stock shown reflects the shares that would be granted if the target level of performance is achieved. The number of shares actually issued may vary. |
SHAREBASED_COMPENSATION_Detail5
SHARE-BASED COMPENSATION (Details Textual) (USD $) | 1 Months Ended | 3 Months Ended | 12 Months Ended | 0 Months Ended | ||
Dec. 31, 2013 | Feb. 02, 2014 | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | Aug. 01, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 5,058 | 2,101 | 92,832 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $9.09 | $7.22 | $5.12 | |||
Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures | $3,500,000 | $6,400,000 | $7,100,000 | |||
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures | 192,005 | 446,566 | 694,397 | |||
Common Shares Effective Date Of Incentive Plan | 10 years | |||||
Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Fair Value | 2,200,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 5,000 | 2,000 | 93,000 | |||
ShareBased Compensation Arrangement Description | In December 2013, we granted long-term incentive Performance Share Awards with performance conditions that will be paid 50% in cash and 50% in stock. | the TSR achieved during the performance period, with no shares being issued if the 20-day volume weighted average common share trading price is at or below $10 per share at the end of the performance period; the target number of shares (1,027,500) being issued if the 20-day volume weighted average share price is $20 per share at the end of the performance period; the maximum number of shares (3,082,500) being issued if the 20-day volume weighted average share price is $30 per share at the end of the performance period. (5) Unless there is a Qualifying Termination (as defined in the Performance Share Award Agreement), the PSUs of an executive will be forfeited upon an executive’s termination of employment during the performance period. | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs, Capitalized Amount | 10,200,000 | 14,900,000 | 9,300,000 | |||
Share-based Compensation, Total | 10,168,000 | 14,900,000 | 9,298,000 | |||
Employee Service Share-based Compensation, Tax Benefit from Compensation Expense | 3,900,000 | 5,700,000 | 3,600,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Plan Modification, Number of Employees Affected | 82 | |||||
Employee Service Share-based Compensation, Cash Received from Exercise of Stock Options | 0 | 700,000 | 0 | |||
Employee Service Share-based Compensation, Tax Benefit Realized from Exercise of Stock Options | 200,000 | |||||
Employee Stock Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | 300,000 | 900,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 4 months 24 days | 10 months 24 days | ||||
Selling, General and Administrative Expenses [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation, Total | 8,900,000 | 14,200,000 | 8,800,000 | |||
Officer [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Forfeiture Rate | 0.00% | 0.00% | 0.00% | |||
Non Officer [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Forfeiture Rate | 7.50% | 10.00% | 10.00% | |||
Incentive Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares, Issued | 2,538,000 | 2,770,000 | ||||
Performance Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Fair Value | 12,000,000 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,027,500 | |||||
Performance Based Award [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | 4,200,000 | 6,800,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 2 months 12 days | 1 year 8 months 12 days | ||||
Time Based Award [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |||||
Restricted Stock [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $7,700,000 | $10,500,000 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 6 months | 2 years 9 months 18 days |
EARNINGS_LOSS_PER_COMMON_SHARE2
EARNINGS (LOSS) PER COMMON SHARE (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Nov. 02, 2014 | Aug. 03, 2014 | 4-May-14 | Feb. 02, 2014 | Nov. 03, 2013 | Jul. 28, 2013 | Apr. 28, 2013 | Jan. 27, 2013 | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | |||||||||||
Numerator for Basic and Diluted Earnings (Loss) Per Common Share: | ||||||||||||||||||||||
Net income (loss) applicable to common shares | $14,162 | $6,039 | ($4,905) | ($4,258) | $8,182 | [1] | ($12,192) | ($5,342) | ($3,627) | $11,085 | [2] | ($12,885) | [2] | ($72,120) | [2] | |||||||
Denominator for Basic and Diluted Earnings (Loss) Per Common Share: | ||||||||||||||||||||||
Weighted average basic number of common shares outstanding (in shares) | 73,079 | 44,761 | 18,932 | |||||||||||||||||||
Common stock equivalents: | ||||||||||||||||||||||
Weighted average diluted number of common shares outstanding (in shares) | 74,709 | 44,761 | 18,932 | |||||||||||||||||||
Basic earnings (loss) per common share (in dollor per share) | $0.19 | [3],[4] | $0.08 | [3],[4] | ($0.07) | [3],[4] | ($0.06) | [3],[4] | $0.11 | [3],[4] | ($0.19) | [3],[4] | ($0.28) | [3],[4] | ($0.19) | [3],[4] | $0.15 | ($0.29) | ($3.81) | |||
Diluted earnings (loss) per common share (in dollor per share) | $0.19 | [1],[3],[4] | $0.08 | [1],[3],[4] | ($0.07) | [3],[4] | ($0.06) | [3],[4] | $0.11 | [3],[4] | ($0.19) | [3],[4] | ($0.28) | [3],[4] | ($0.19) | [3],[4] | $0.15 | ($0.29) | ($3.81) | |||
Performance Shares [Member] | ||||||||||||||||||||||
Common stock equivalents: | ||||||||||||||||||||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 901 | 0 | 0 | |||||||||||||||||||
Employee Stock Option [Member] | ||||||||||||||||||||||
Common stock equivalents: | ||||||||||||||||||||||
Weighted Average Number Diluted Shares Outstanding Adjustment | 729 | 0 | 0 | |||||||||||||||||||
[1] | Undistributed earnings attributable to participating securities was $0.1 million during each of the third and fourth quarters of fiscal 2014 and $0.1 million during the fourth quarter of fiscal 2013. | |||||||||||||||||||||
[2] | Net income (loss) applicable to common shares includes an allocation of earnings to participating securities. Participating securities consist of the Convertible Preferred Stock, as defined below, for the period prior to its conversion to Common Stock of the Company and the unvested restricted Common Stock related to our Incentive Plan. These participating securities do not have a contractual obligation to share in losses; therefore, no losses were allocated in fiscal 2013 or 2012. The Convertible Preferred Stock was converted into shares of our Common Stock in the third quarter of fiscal 2013. The Unvested Common Stock related to our Incentive Plan was allocated earnings in fiscal 2014. | |||||||||||||||||||||
[3] | The sum of the quarterly income per share amounts may not equal the annual amount reported, as per share amounts are computed independently for each quarter and for the full year based on the respective weighted average common shares outstanding. | |||||||||||||||||||||
[4] | During the third and fourth quarter of fiscal 2014 and fourth quarter of fiscal 2013, a portion of the income was allocated to “participating securities.†These participating securities are treated as a separate class in computing earnings per share (see Note 7). |
EARNINGS_LOSS_PER_COMMON_SHARE3
EARNINGS (LOSS) PER COMMON SHARE (Details Textual) | 12 Months Ended | 0 Months Ended | |
Nov. 02, 2014 | 14-May-13 | Nov. 03, 2013 | |
Schedule Of Earning Loss Per Common Share [Line Items] | |||
Common Stock, Shares, Issued | 73,769,095 | 74,793,249 | |
Equity Option [Member] | |||
Schedule Of Earning Loss Per Common Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 20,458 | ||
CD And R Funds [Member] | |||
Schedule Of Earning Loss Per Common Share [Line Items] | |||
Conversion of Stock, Shares Converted | 339,293 | ||
Common Stock, Shares, Issued | 54,136,817 | ||
Performance Shares [Member] | |||
Schedule Of Earning Loss Per Common Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 57,332 |
OTHER_ACCRUED_EXPENSES_Details
OTHER ACCRUED EXPENSES (Details) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
In Thousands, unless otherwise specified | |||
Other Accrued Expenses [Line Items] | |||
Accrued warranty obligation and deferred warranty revenue | $23,685 | $22,673 | $23,236 |
Other accrued expenses | 48,574 | 38,593 | |
Total other accrued expenses | $72,259 | $61,266 |
WARRANTY_Details
WARRANTY (Details) (USD $) | 12 Months Ended | |||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | ||
Warranty [Line Items] | ||||
Beginning balance | $22,673 | $23,236 | ||
Warranties sold | 3,241 | 3,946 | ||
Revenue recognized | -2,229 | -2,050 | ||
Cost incurred and other | 0 | [1] | -2,459 | [1] |
Ending balance | $23,685 | $22,673 | ||
[1] | Fiscal 2013 primarily represents the fair value of accrued warranty obligations and related adjustments in the amount of $1.6 million assumed in the Metl-Span acquisition. Metl-Span offers weathertightness warranties on its wall and roof panels. Weathertightness warranties are offered in various configurations for terms from five to twenty years, prorated or non-prorated and on a no dollar limit basis, as required by the buyer. These warranties are available only if certain conditions, some of which relate to installation, are met. |
WARRANTY_Details_Textual
WARRANTY (Details Textual) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Warranty [Line Items] | |||
Product Warranty Accrual | $23,685 | $22,673 | $23,236 |
Extended Product Warranty Description | Weathertightness warranties are offered in various configurations for terms from five to twenty years, prorated or non-prorated and on a no dollar limit basis, as required by the buyer. | ||
Metl Span [Member] | |||
Warranty [Line Items] | |||
Product Warranty Accrual | $1,600 |
LONGTERM_DEBT_AND_NOTE_PAYABLE2
LONG-TERM DEBT AND NOTE PAYABLE (Details) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Long Term Debt, Carrying Amount | $235,387 | $237,775 |
Current portion of long-term debt | 2,384 | 2,384 |
Total long-term debt, less current portion | 233,003 | 235,391 |
Four Point Seven Five Percent Interest Rate On May 2017 [Member] | ||
Debt Instrument [Line Items] | ||
Long Term Debt, Carrying Amount | $0 | $0 |
LONGTERM_DEBT_AND_NOTE_PAYABLE3
LONG-TERM DEBT AND NOTE PAYABLE (Details 1) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
2015 | $2,384 | |
2016 | 2,384 | |
2017 | 2,384 | |
2018 | 2,384 | |
2019 and thereafter | 225,851 | |
Long-term debt, net | $235,387 | $237,775 |
LONGTERM_DEBT_AND_NOTE_PAYABLE4
LONG-TERM DEBT AND NOTE PAYABLE (Details Textual) (USD $) | 1 Months Ended | 12 Months Ended | 1 Months Ended | ||
In Millions, unless otherwise specified | Jun. 24, 2014 | Jun. 22, 2012 | Nov. 02, 2014 | Nov. 03, 2013 | 2-May-12 |
Line of Credit Facility [Line Items] | |||||
Term Loan Principal Amount | $250 | ||||
Term Loan Issuance Percentage Under Credit Agreement | 95.00% | ||||
Unamortized discount on Credit Agreement, net | 12.5 | ||||
Line of Credit Facility, Expiration Date | 2-May-18 | ||||
Line of Credit Facility, Interest Rate Description | Loans under the Amended ABL Facility bear interest, at NCIs option, as follows: (1) Base Rate loans at the Base Rate plus a margin. The margin ranges from 1.50% to 2.00% depending on the quarterly average excess availability under such facility, and (2) LIBOR loans at LIBOR plus a margin. The margin ranges from 2.50% to 3.00% depending on the quarterly average excess availability under such facility. | ||||
Line Of Credit Facility Interest Rate Description Under Default Event | At both November 2, 2014 and November 3, 2013, the interest rate on the Amended ABL Facility was 4.75%. During an event of default, loans under the Amended ABL Facility will bear interest at a rate that is 2% higher than the rate otherwise applicable. Base rate is defined as the higher of the Wells Fargo Bank, N.A. prime rate or the overnight Federal Funds rate plus 0.5% and LIBOR is defined as the applicable London interbank offered rate adjusted for reserves. | ||||
Notes Payable | 0.4 | 0.6 | |||
Unamortized Deferred Financing Cost | 3.3 | 4.3 | |||
Debt extinguishment charge recognized after amendment of credit agreement | 21.5 | ||||
Outstanding Initial term loan | 238 | ||||
Extended maturity date for outstanding initial term loan | 24-Jun-19 | ||||
Debt Instrument, Interest Rate, Effective Percentage | 4.25% | 4.25% | |||
Line of Credit Facility, Interest Rate at Period End | 4.75% | 4.75% | |||
Adjustment Libor Base Rate | 1.00% | ||||
Borrowing Margin Percentage | 3.25% | ||||
Overdue Additional Interest Rate Percentage | 2.00% | ||||
Alternate Base Rate Percentage | 2.25% | ||||
Term Loan Prepayment Description | the term loan under the Amendment will be subject to mandatory prepayment in an amount equal to: the net cash proceeds of (1) certain asset sales, (2) certain debt offerings, and (3) certain insurance recovery and condemnation events; and 50% of annual excess cash flow (as defined in the Amendment), subject to reduction to 0% if specified leverage ratio targets are met. | ||||
Letter of Credit [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | 30 | ||||
Credit Agreement [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Debt extinguishment charge recognized after amendment of credit agreement | 21.5 | ||||
Outstanding Initial term loan | 238 | ||||
Swingline [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | 10 | ||||
Abl Facility [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Line of Credit Facility, Amount Outstanding | 8.1 | 10.2 | 150 | ||
Line of Credit Facility, Remaining Borrowing Capacity | 135.4 | 123.2 | |||
Consolidated Total Net Debt To Ebitda Leverage Ratio | 2.30:1.00 | 2.29:1.00 | |||
Line Of Credit Facility Minimum Borrowing Capacity | 20.3 | 18.5 | |||
Increase In Letter Of Credit | 30 | ||||
Extended maturity date for outstanding initial term loan | 2-May-17 | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $150 | ||||
Tranche B Term Loans [Member] | Long-term Debt [Member] | |||||
Line of Credit Facility [Line Items] | |||||
Extended maturity date for outstanding initial term loan | 24-Jun-19 | ||||
Debt Instrument, Interest Rate, Effective Percentage | 4.25% | 4.25% | |||
Percentage of premium payable for repricing transaction | 1.00% |
EQUITY_INVESTMENT_Details
EQUITY INVESTMENT (Details) (Convertible Preferred Stock [Member], USD $) | Oct. 20, 2009 | |
In Thousands, unless otherwise specified | ||
Convertible Preferred Stock [Member] | ||
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | ||
Initial proceeds | $250,000 | |
Direct transaction costs | -27,730 | |
Bifurcated embedded derivative liability, net of tax | -641 | |
Balance at October 20, 2009 | $221,629 | [1] |
[1] | The $28.4 million difference between the book value and the initial liquidation preference was accreted using the effective interest rate method from the execution of the contract to the milestone redemption right date or 10 years. |
EQUITY_INVESTMENT_Details_1
EQUITY INVESTMENT (Details 1) (USD $) | 12 Months Ended | |||
Nov. 03, 2013 | Oct. 28, 2012 | Nov. 02, 2014 | ||
Dividends and Accretion [Member] | ||||
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | ||||
Accretion | $1,376,000 | |||
Accrued paid-in-kind dividends | 17,894,000 | [1] | ||
Reversal of additional 4% accrued dividends | -2,917,000 | [2] | ||
Extinguishment and reissuance | 329,647,000 | |||
Convertible Preferred Stock [Member] | ||||
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | ||||
Balance | 619,950,000 | 273,950,000 | 0 | |
Subtotal | 346,000,000 | |||
Conversion to common stock | -619,950,000 | |||
Balance | $0 | $619,950,000 | $0 | |
[1] | Dividends were accrued at the 12% rate on a daily basis until the dividend declaration date. | |||
[2] | The reversal of the additional 4% accrued dividends relates to the period from September 16, 2011 to December 15, 2011. |
EQUITY_INVESTMENT_Details_Text
EQUITY INVESTMENT (Details Textual) (USD $) | 0 Months Ended | 1 Months Ended | 12 Months Ended | 3 Months Ended | 1 Months Ended | 0 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | ||||||
Jan. 15, 2014 | 8-May-12 | Oct. 30, 2009 | Nov. 02, 2014 | Oct. 28, 2012 | Jul. 28, 2013 | Oct. 20, 2009 | Aug. 14, 2009 | Jan. 06, 2014 | Dec. 15, 2011 | 18-May-12 | Mar. 15, 2012 | Dec. 15, 2011 | Nov. 03, 2013 | 14-May-13 | |
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | |||||||||||||||
Adjustments to Additional Paid in Capital, Increase in Carrying Amount of Redeemable Preferred Stock | $222,900,000 | ||||||||||||||
Increase In Accumulated Deficit, Fair Value Preferred Stock Increased | 106,700,000 | ||||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 282,100,000 | 11,900,000 | |||||||||||||
Convertible Preferred Stock Issuance Cost | 48,800,000 | ||||||||||||||
Liquidation preference | 1,000 | ||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 12.00% | ||||||||||||||
Stockholders' Equity, Reverse Stock Split | 54,136,817 | ||||||||||||||
Increase Decrease In Fair Value Of Preferred Stock | 620,000,000 | ||||||||||||||
Temporary Equity, Accretion of Dividends | 1,400,000 | ||||||||||||||
Dividends | 15,000,000 | ||||||||||||||
Dividend Payment Restrictions Schedule, Description | The dividend knock-out provision provided that if, at any time after the 30-month anniversary of the Closing Date of October 20, 2009 (i.e., March 20, 2012), the trading price of the Common Stock exceeds $12.75, which is 200% of the initial conversion price of the Convertible Preferred Stock ($6.374), for each of 20 consecutive trading days, the dividend rate (excluding any applicable adjustments as a result of a default) will become 0.00%. | ||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 49.10% | ||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.34% | ||||||||||||||
Fair Value Assumptions, Expected Dividend Rate | 7.50% | ||||||||||||||
Share Price | $11.29 | ||||||||||||||
Common Stock, Shares, Issued | 73,769,095 | 74,793,249 | |||||||||||||
Difference Between Book Value And Initial Liquidation Preference | 28,400,000 | ||||||||||||||
Preferred Stock Dividend Accrual Percentage | 12.00% | ||||||||||||||
Excess Dividend Payment Percentage | 4.00% | ||||||||||||||
Liquidation Redemption Period | 10 years | ||||||||||||||
Common Stock, Par or Stated Value Per Share | $0.01 | 0.01 | |||||||||||||
Stock Issued During Period, Value, New Issues | 800,000 | ||||||||||||||
underwriter [Member] | |||||||||||||||
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | |||||||||||||||
Stock Issued During Period, Value, New Issues | 167,600,000 | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 9,775,000 | ||||||||||||||
Series B Preferred Stock [Member] | |||||||||||||||
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | |||||||||||||||
Conversion of Stock, Shares Issued | 54,100,000 | ||||||||||||||
Increase in equity due to conversion of convertible preferred stock | 620,000,000 | ||||||||||||||
Convertible Preferred Stock [Member] | |||||||||||||||
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | |||||||||||||||
Temporary Equity, Carrying Amount, Period Increase (Decrease) | 290,300,000 | ||||||||||||||
Unpaid Dividends [Member] | |||||||||||||||
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | |||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 8.00% | ||||||||||||||
Cd and R Fund Eight [Member] | |||||||||||||||
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | |||||||||||||||
Investment Agreement Aggregate Purchase Price | 250,000,000 | ||||||||||||||
Transaction Costs Preferred Stock | 14,500,000 | ||||||||||||||
Deal Fee Preferred Stock | 8,250,000 | ||||||||||||||
Preferred Stock, Shares Issued | 250,000 | ||||||||||||||
Convertible Preferred Stock Shares Issuable Upon Conversion | 39,200,000 | ||||||||||||||
Voting Rights Percentage Attributable Upon Conversion Of Convertible Preferred Stock | 68.40% | ||||||||||||||
Cd and R Fund [Member] | |||||||||||||||
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | |||||||||||||||
Preferred Stock, Shares Issued | 37,834 | ||||||||||||||
Voting Percentage | 72.40% | ||||||||||||||
Closing Price Per Share | $12.55 | ||||||||||||||
Preferred Stock Accreted Value | 313,700,000 | ||||||||||||||
Liquidation preference | 31,400,000 | ||||||||||||||
Dividends, Convertible Preferred Stock, Stock | 8,924.76 | 5,833.49 | |||||||||||||
Accrued Dividends On Preferred Stock Issued | 6,500,000 | ||||||||||||||
Aggregate Value Of Preference Stock And Liquidation Preference And Accrued Dividend Issued | 345,000,000 | ||||||||||||||
Beneficial Conversion Feature Intrinsic Value | 241,400,000 | ||||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 339,293 | ||||||||||||||
Common Stock, Shares, Issued | 54,136,817 | ||||||||||||||
Preferred Stock Accreted Value Percentage | 10.00% | ||||||||||||||
Preferred Stock, Dividend Payment Terms | The Company paid December 15, 2011 and March 15, 2012 dividend payments on the Preferred Shares in-kind. As a result of the Consent and Waiver Agreement, the December 15, 2011 dividend payments were paid in-kind, at a pro rata rate of 8% per annum. | ||||||||||||||
Common Stock, Par or Stated Value Per Share | $6.37 | ||||||||||||||
Stock Repurchased During Period, Shares | 1,150,000 | ||||||||||||||
Percentage Of Voting Interest Transferred | 58.80% | 72.40% | |||||||||||||
Par Value Of Stock Issued | 18 | ||||||||||||||
Additional Number Of Shares Issued | 1,275,000 | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 8,500,000 | ||||||||||||||
Stock Repurchased During Period, Value | $19,700,000 | ||||||||||||||
Cd and R Fund [Member] | Convertible Preferred Stock [Member] | |||||||||||||||
Schedule Of Cumulative Convertible Preferred Stock [Line Items] | |||||||||||||||
Preferred Stock, Shares Issued | 250,000 |
RELATED_PARTIES_Details_Textua
RELATED PARTIES (Details Textual) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Nov. 02, 2014 |
Related Party Transaction [Line Items] | |
Related Party Transaction, Rate | 68.40% |
Cdr Inc [Member] | |
Related Party Transaction [Line Items] | |
Related Party Transaction, Amounts of Transaction | 8.25 |
FAIR_VALUE_OF_FINANCIAL_INSTRU2
FAIR VALUE OF FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Details) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 |
In Thousands, unless otherwise specified | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long Term Debt, Carrying Amount | $235,387 | $237,775 |
Credit Agreement Due June 2019 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Long Term Debt, Carrying Amount | 235,387 | 237,775 |
Long-term Debt, Fair Value | $230,091 | $237,775 |
FAIR_VALUE_OF_FINANCIAL_INSTRU3
FAIR VALUE OF FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Details 1) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 | ||
In Thousands, unless otherwise specified | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | $5,549 | $4,892 | ||
Liabilities | ||||
Liabilities, Fair Value Disclosure, Recurring | -6,093 | -5,036 | ||
Fair Value, Inputs, Level 1 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 4,988 | 4,348 | ||
Liabilities | ||||
Liabilities, Fair Value Disclosure, Recurring | 0 | 0 | ||
Fair Value, Inputs, Level 2 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 561 | 544 | ||
Liabilities | ||||
Liabilities, Fair Value Disclosure, Recurring | 6,093 | -5,036 | ||
Fair Value, Inputs, Level 3 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | 0 | ||
Liabilities | ||||
Liabilities, Fair Value Disclosure, Recurring | 0 | 0 | ||
Deferred Compensation Plan Liability [Member] | ||||
Liabilities | ||||
Liabilities, Fair Value Disclosure, Recurring | 6,093 | -5,036 | ||
Deferred Compensation Plan Liability [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Liabilities | ||||
Liabilities, Fair Value Disclosure, Recurring | 0 | 0 | ||
Deferred Compensation Plan Liability [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Liabilities | ||||
Liabilities, Fair Value Disclosure, Recurring | 6,093 | -5,036 | ||
Deferred Compensation Plan Liability [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Liabilities | ||||
Liabilities, Fair Value Disclosure, Recurring | 0 | 0 | ||
Short-term Investments [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 5,549 | [1] | 4,892 | [1] |
Short-term Investments [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 4,988 | [1] | 4,348 | [1] |
Short-term Investments [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 561 | [1] | 544 | [1] |
Short-term Investments [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | [1] | 0 | [1] |
Money Market [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 731 | [1] | 580 | [1] |
Money Market [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 731 | [1] | 580 | [1] |
Money Market [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | [1] | 0 | [1] |
Money Market [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | [1] | 0 | [1] |
Mutual Funds - Growth [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 791 | [1] | 725 | [1] |
Mutual Funds - Growth [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 791 | [1] | 725 | [1] |
Mutual Funds - Growth [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | [1] | 0 | [1] |
Mutual Funds - Growth [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | [1] | 0 | [1] |
Mutual Funds - Blend [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 2,743 | [1] | 2,348 | [1] |
Mutual Funds - Blend [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 2,743 | [1] | 2,348 | [1] |
Mutual Funds - Blend [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | [1] | 0 | [1] |
Mutual Funds - Blend [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | [1] | 0 | [1] |
Mutual Funds - Foreign Blend [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 723 | [1] | 695 | [1] |
Mutual Funds - Foreign Blend [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 723 | [1] | 695 | [1] |
Mutual Funds - Foreign Blend [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | [1] | 0 | [1] |
Mutual Funds - Foreign Blend [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | [1] | 0 | [1] |
Mutual Funds - Fixed Income [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 561 | [1] | 544 | [1] |
Mutual Funds - Fixed Income [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 0 | [1] | 0 | [1] |
Mutual Funds - Fixed Income [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | 561 | [1] | 544 | [1] |
Mutual Funds - Fixed Income [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Assets | ||||
Assets, Fair Value Disclosure, Recurring | $0 | [1] | $0 | [1] |
[1] | Unrealized holding gains for the fiscal year ended November 2, 2014, November 3, 2013 and October 28, 2012 were $0.2 million, $0.7 million and $0.2 million, respectively. These unrealized holding gains are primarily offset by changes in the deferred compensation plan liability. |
FAIR_VALUE_OF_FINANCIAL_INSTRU4
FAIR VALUE OF FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Details 2) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 | ||
In Thousands, unless otherwise specified | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Nonrecurring | $2,280 | $2,397 | ||
Fair Value, Inputs, Level 1 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Nonrecurring | 0 | 0 | ||
Fair Value, Inputs, Level 2 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Nonrecurring | 0 | 0 | ||
Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Nonrecurring | 2,280 | 2,397 | ||
Assets Held-for-sale [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Nonrecurring | 2,280 | [1] | 2,397 | [1] |
Assets Held-for-sale [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Nonrecurring | 0 | [1] | 0 | [1] |
Assets Held-for-sale [Member] | Fair Value, Inputs, Level 2 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Nonrecurring | 0 | [1] | 0 | [1] |
Assets Held-for-sale [Member] | Fair Value, Inputs, Level 3 [Member] | ||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||
Assets, Fair Value Disclosure, Nonrecurring | $2,280 | [1] | $2,397 | [1] |
[1] | Certain assets held for sale are valued at fair value and are measured at fair value on a nonrecurring basis. Assets held for sale are reported at fair value, if, on an individual basis, the fair value of the asset is less than cost. The fair value of assets held for sale is estimated using Level 3 inputs, such as broker quotes for like-kind assets or other market indications of a potential selling value which approximates fair value. |
FAIR_VALUE_OF_FINANCIAL_INSTRU5
FAIR VALUE OF FINANCIAL INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Details Textual) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Trading Securities, Change in Unrealized Holding Gain (Loss) | $0.20 | $0.70 | $0.20 |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Current: | |||
Federal | $3,919 | ($198) | $525 |
State | 1,016 | 987 | 826 |
Foreign | 516 | 946 | 556 |
Total current | 5,451 | 1,735 | 1,907 |
Deferred: | |||
Federal | -198 | -8,928 | 2,136 |
State | -319 | -524 | -121 |
Foreign | -3,444 | -1,137 | 162 |
Total deferred | -3,961 | -10,589 | 2,177 |
Total provision (benefit) | $1,490 | ($8,854) | $4,084 |
INCOME_TAXES_Details_1
INCOME TAXES (Details 1) | 12 Months Ended | ||
Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | |
Schedule Of Income Tax [Line Items] | |||
Statutory federal income tax rate | 35.00% | 35.00% | 35.00% |
State income taxes | 4.60% | 1.90% | 6.90% |
Non-deductible acquisition costs | 0.00% | 0.00% | 6.90% |
Production activities deduction | -3.70% | 0.00% | 0.00% |
Canada valuation allowance | -23.30% | 1.90% | -8.00% |
Non-deductible expenses | 7.00% | -4.20% | 6.10% |
Uncertain tax position adjustment | -2.40% | 0.00% | 0.00% |
Foreign tax benefit | -4.50% | 0.00% | 0.00% |
Other | -0.90% | 6.10% | -1.50% |
Effective tax rate | 11.80% | 40.70% | 45.40% |
INCOME_TAXES_Details_2
INCOME TAXES (Details 2) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | Oct. 30, 2011 |
In Thousands, unless otherwise specified | ||||
Deferred tax assets: | ||||
Inventory obsolescence | $1,453 | $1,414 | ||
Bad debt reserve | 881 | 1,410 | ||
Accrued and deferred compensation | 21,179 | 20,335 | ||
Accrued insurance reserves | 1,481 | 1,501 | ||
Deferred revenue | 9,410 | 9,001 | ||
Net operating loss and tax credit carryover | 5,086 | 13,095 | ||
Depreciation and amortization | 732 | 144 | ||
Pension | 5,480 | 3,027 | ||
Other reserves | 0 | 318 | ||
Total deferred tax assets | 45,702 | 50,245 | ||
Less valuation allowance | 0 | -4,046 | -4,700 | -5,417 |
Net deferred tax assets | 45,702 | 46,199 | ||
Deferred tax liabilities: | ||||
Depreciation and amortization | -34,074 | -39,014 | ||
Intangibles | -9,356 | -9,983 | ||
US tax on unremitted foreign earnings | -969 | -872 | ||
Other | -75 | -779 | ||
Total deferred tax liabilities | -44,474 | -50,648 | ||
Total deferred tax (liability) asset | $1,228 | ($4,449) |
INCOME_TAXES_Details_3
INCOME TAXES (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Schedule Of Income Tax [Line Items] | |||
Beginning balance | $4,046 | $4,700 | $5,417 |
(Reductions) additions | -4,046 | -654 | -717 |
Ending balance | $0 | $4,046 | $4,700 |
INCOME_TAXES_Details_4
INCOME TAXES (Details 4) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 |
Schedule Of Income Tax [Line Items] | ||
Unrecognized tax benefits at beginning of year | $443 | $293 |
Additions for tax positions related to prior years | 21 | 150 |
Reductions resulting from expiration of statute of limitations | -321 | 0 |
Unrecognized tax benefits at end of year | $143 | $443 |
INCOME_TAXES_Details_Textual
INCOME TAXES (Details Textual) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 |
Schedule Of Income Tax [Line Items] | ||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | $0.10 | $0.40 |
Deferred Tax Assets, Operating Loss Carryforwards, Domestic | 2.2 | |
Operating Loss Carryforwards | 10.8 | |
Tax Credit Carryforward, Deferred Tax Asset | 2.9 | |
Deferred Tax Assets, Tax Credit Carryforwards, Foreign | $5.10 | |
Operating Loss Carryforwards Expiration Period | 2026 | |
State and Local Jurisdiction [Member] | ||
Schedule Of Income Tax [Line Items] | ||
Operating Loss Carryforwards Expiration Period | 1 to 19 years |
ACCUMULATED_OTHER_COMPREHENSIV2
ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 |
In Thousands, unless otherwise specified | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Foreign exchange translation adjustments | $52 | $419 |
Defined benefit pension plan actuarial losses, net of tax | -8,791 | -4,855 |
Accumulated other comprehensive loss | ($8,739) | ($4,436) |
SUPPLEMENTARY_CASH_FLOW_INFORM2
SUPPLEMENTARY CASH FLOW INFORMATION (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Supplementary Cashflow Information [Line Items] | |||
Interest paid, net of amounts capitalized | $11,508 | $16,410 | $14,585 |
Taxes paid (refunded) | 911 | 2,148 | 1,323 |
Non-cash dividends and accretion | 0 | 0 | -16,354 |
Non-cash Convertible Preferred Stock amendment | $0 | $0 | ($329,646) |
SUPPLEMENTARY_CASH_FLOW_INFORM3
SUPPLEMENTARY CASH FLOW INFORMATION (Details Textual) (USD $) | 12 Months Ended | 0 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Nov. 03, 2013 | Oct. 28, 2012 | 14-May-13 | Nov. 02, 2014 |
Supplementary Cashflow Information [Line Items] | ||||
Percentage Of Accrued Dividends Paid In Kind Rate | 12.00% | |||
Dividends | $15 | |||
Increased Stockholders Equity | $620 | |||
Common Stock, Shares, Issued | 74,793,249 | 73,769,095 | ||
CD&R Funds [Member] | ||||
Supplementary Cashflow Information [Line Items] | ||||
Percentage Of Common Stock | 72.40% | |||
Convertible Preferred Stock, Shares Issued upon Conversion | 339,293 | |||
Common Stock, Shares, Issued | 54,136,817 |
OPERATING_LEASE_COMMITMENTS_De
OPERATING LEASE COMMITMENTS (Details) (USD $) | Nov. 02, 2014 |
In Thousands, unless otherwise specified | |
Operating Leased Assets [Line Items] | |
2015 | $6,705 |
2016 | 5,390 |
2017 | 4,004 |
2018 | 1,979 |
2019 | 766 |
Thereafter | $4,409 |
OPERATING_LEASE_COMMITMENTS_De1
OPERATING LEASE COMMITMENTS (Details Textual) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Operating Leased Assets [Line Items] | |||
Operating Leases, Rent Expense, Net, Total | $11.60 | $11.50 | $9.70 |
STOCK_REPURCHASE_PROGRAM_Detai
STOCK REPURCHASE PROGRAM (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Class of Stock [Line Items] | |||
Balance | $116 | ||
Balance ( in Shares) | 7,523 | ||
Purchases | 23,804 | 2,462 | 1,529 |
Retirements | 0 | 0 | 0 |
Balance | 4,203 | 116 | |
Balance (in Shares) | 238,800 | 7,523 | |
Treasury Stock [Member] | |||
Class of Stock [Line Items] | |||
Balance | 116 | 26 | |
Balance ( in Shares) | 8,000 | 3,000 | |
Purchases | 23,804 | 2,445 | 1,529 |
purchases (in shares) | 1,381,277 | 175,044 | 156,496 |
Retirements | 19,717 | 2,355 | 2,980 |
Retirements (in shares) | 1,150,000 | 170,487 | 277,955 |
Balance | $4,203 | $116 | $26 |
Balance (in Shares) | 239,000 | 8,000 | 3,000 |
STOCK_REPURCHASE_PROGRAM_Detai1
STOCK REPURCHASE PROGRAM (Details Textual) | Nov. 02, 2014 |
In Millions, unless otherwise specified | |
Class of Stock [Line Items] | |
Stock Repurchase Program, Remaining Number of Shares Authorized to be Repurchased | 0.1 |
EMPLOYEE_BENEFIT_PLANS_Details
EMPLOYEE BENEFIT PLANS (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Defined Benefit Plan Disclosure [Line Items] | |||
Accumulated benefit obligation | $48,711 | $44,322 | |
Projected benefit obligation - beginning of fiscal year | 44,322 | 48,563 | |
Interest cost | 1,912 | 1,703 | 2,011 |
Benefit payments | -3,045 | -3,421 | |
Actuarial (gains) losses | 5,522 | -2,523 | |
Projected benefit obligation - end of fiscal year | $48,711 | $44,322 | $48,563 |
EMPLOYEE_BENEFIT_PLANS_Details1
EMPLOYEE BENEFIT PLANS (Details 1) | 12 Months Ended | |
Nov. 02, 2014 | Nov. 03, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Assumed discount rate | 4.15% | 4.50% |
EMPLOYEE_BENEFIT_PLANS_Details2
EMPLOYEE BENEFIT PLANS (Details 2) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 |
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of assets - beginning of fiscal year | $37,275 | $37,988 |
Actual return on plan assets | 1,005 | 2,435 |
Company contributions | 1,443 | 273 |
Benefit payments | -3,045 | -3,421 |
Fair value of assets - end of fiscal year | $36,678 | $37,275 |
EMPLOYEE_BENEFIT_PLANS_Details3
EMPLOYEE BENEFIT PLANS (Details 3) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Defined Benefit Plan Disclosure [Line Items] | |||
Fair value of assets | $36,678 | $37,275 | $37,988 |
Benefit obligation | 48,711 | 44,322 | 48,563 |
Funded status | -12,033 | -7,047 | |
Unrecognized actuarial loss | 14,321 | 7,942 | |
Unrecognized prior service cost | -50 | -60 | |
Prepaid (accrued) benefit cost | $2,238 | $835 |
EMPLOYEE_BENEFIT_PLANS_Details4
EMPLOYEE BENEFIT PLANS (Details 4) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 |
Defined Benefit Plan Disclosure [Line Items] | ||
Unrecognized actuarial loss | $14,321 | $7,942 |
Unrecognized prior service cost | -50 | -60 |
Total | $14,271 | $7,882 |
EMPLOYEE_BENEFIT_PLANS_Details5
EMPLOYEE BENEFIT PLANS (Details 5) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Defined Benefit Plan Disclosure [Line Items] | |||
Interest cost | $1,912 | $1,703 | $2,011 |
Expected return on assets | -2,369 | -2,172 | -2,379 |
Amortization of prior service cost | -9 | -9 | -9 |
Amortization of loss | 507 | 906 | 641 |
Net periodic benefit cost (income) | $41 | $428 | $264 |
EMPLOYEE_BENEFIT_PLANS_Details6
EMPLOYEE BENEFIT PLANS (Details 6) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Defined Benefit Plan Disclosure [Line Items] | |||
Net actuarial gain (loss) | ($6,886) | $2,786 | ($2,363) |
Amortization of net actuarial loss | 507 | 906 | 641 |
Amortization of prior service credit | -9 | -9 | -9 |
Total recognized in other comprehensive income (loss) | ($6,388) | $3,683 | ($1,731) |
EMPLOYEE_BENEFIT_PLANS_Details7
EMPLOYEE BENEFIT PLANS (Details 7) (USD $) | 12 Months Ended |
In Thousands, unless otherwise specified | Nov. 02, 2014 |
Defined Benefit Plan Disclosure [Line Items] | |
Amortization of prior service cost | ($9) |
Amortization of loss | 1,443 |
Total estimated amortization | $1,434 |
EMPLOYEE_BENEFIT_PLANS_Details8
EMPLOYEE BENEFIT PLANS (Details 8) | 12 Months Ended | |
Nov. 02, 2014 | Nov. 03, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Assumed discount rate | 4.50% | 3.65% |
Expected rate of return on plan assets | 6.60% | 6.00% |
EMPLOYEE_BENEFIT_PLANS_Details9
EMPLOYEE BENEFIT PLANS (Details 9) | Nov. 02, 2014 | Nov. 03, 2013 |
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 100.00% | 100.00% |
Master Limited Partnerships [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 7.00% | 0.00% |
Cash and Cash Equivalents [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 3.00% | 12.00% |
Real Estate [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 8.00% | 5.00% |
Equity Securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 32.00% | 36.00% |
Debt Securities [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 44.00% | 43.00% |
Other [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Defined Benefit Plan, Actual Plan Asset Allocations | 6.00% | 4.00% |
Recovered_Sheet1
EMPLOYEE BENEFIT PLANS (Details 10) (USD $) | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | ||
In Thousands, unless otherwise specified | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | $36,678 | $37,275 | $37,988 | ||
Master Limited Partnerships [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 2,682 | [1] | |||
Fair Value, Inputs, Level 1 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 11,494 | 9,379 | |||
Fair Value, Inputs, Level 1 [Member] | Master Limited Partnerships [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 2,682 | [1] | |||
Fair Value, Inputs, Level 2 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 25,184 | 27,714 | |||
Fair Value, Inputs, Level 2 [Member] | Master Limited Partnerships [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [1] | |||
Fair Value, Inputs, Level 3 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | 182 | |||
Fair Value, Inputs, Level 3 [Member] | Master Limited Partnerships [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [1] | |||
Cash [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 1,339 | 4,537 | |||
Cash [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 1,339 | 4,537 | |||
Cash [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | 0 | |||
Cash [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | 0 | |||
Partnerships and Joint Venture Interest [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 182 | [2] | |||
Partnerships and Joint Venture Interest [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [2] | |||
Partnerships and Joint Venture Interest [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [2] | |||
Partnerships and Joint Venture Interest [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 182 | [2] | |||
Corporate Bonds [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 6,157 | [3] | 6,328 | [3] | |
Corporate Bonds [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [3] | 0 | [3] | |
Corporate Bonds [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 6,157 | [3] | 6,328 | [3] | |
Corporate Bonds [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [3] | 0 | [3] | |
Real Estate Funds [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 2,917 | [4] | 1,696 | [4] | |
Real Estate Funds [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 2,917 | [4] | 1,696 | [4] | |
Real Estate Funds [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [4] | 0 | [4] | |
Real Estate Funds [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [4] | 0 | [4] | |
Growth Funds [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 2,067 | [5] | 1,408 | [5] | |
Growth Funds [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 2,067 | [5] | 1,408 | [5] | |
Growth Funds [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [5] | 0 | [5] | |
Growth Funds [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [5] | 0 | [5] | |
Commodity Linked Funds [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 2,489 | [6] | 1,738 | [6] | |
Commodity Linked Funds [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 2,489 | [6] | 1,738 | [6] | |
Commodity Linked Funds [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [6] | 0 | [6] | |
Commodity Linked Funds [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [6] | 0 | [6] | |
Goverment Securities [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 9,630 | [7] | 9,501 | [7] | |
Goverment Securities [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [7] | 0 | [7] | |
Goverment Securities [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 9,630 | [7] | 9,501 | [7] | |
Goverment Securities [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [7] | 0 | [7] | |
Common and Collective Trusts [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 9,397 | [8] | 11,885 | [8] | |
Common and Collective Trusts [Member] | Fair Value, Inputs, Level 1 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 0 | [8] | 0 | [8] | |
Common and Collective Trusts [Member] | Fair Value, Inputs, Level 2 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | 9,397 | [8] | 11,885 | [8] | |
Common and Collective Trusts [Member] | Fair Value, Inputs, Level 3 [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Fair value of assets | $0 | [8] | $0 | [8] | |
[1] | These holdings in Master Limited Partnerships (“MLPsâ€) are publicly traded partnerships which are limited by the U.S. tax code to engaging in certain natural resource and energy businesses such as petroleum and natural gas extraction and transportation. The strategy of MLPs is to earn a relatively stable income from the transportation of oil, gasoline or natural gas. | ||||
[2] | The strategy seeks long-term growth of capital through a diversified hedge fund of fund offering. The hedge fund of fund will be diversified by strategy and firm seeking bond-like volatility over a full market cycle. When observable prices are not available for these securities, the value is based on a market approach, as defined in the authoritative guidance on fair value measurements, to evaluate the fair value of such Level 3 instruments. | ||||
[3] | These holdings represent fixed-income securities with varying maturities diversified by issuer, sector and industry. At the time of purchase, the securities must be rated investment grade. This strategy is also taken into consideration with the government bond holdings when matching duration of the liabilities. | ||||
[4] | The portfolio is constructed of Real Estate Investment Trusts (“REITsâ€) with the potential to provide strong and consistent earnings growth. Eligible investments for the portfolio include publicly traded equity REITs, Real Estate Operating Companies, homebuilders and commercial REITs. The portfolio invests across various sectors and is geographically diverse to manage potential risk. | ||||
[5] | The strategy seeks long-term growth of capital. The fund currently invests in common stocks and other securities of companies in countries with developing economies and/or markets. | ||||
[6] | The strategy seeks to replicate a diversified basket of commodity futures consistent with the composition of the Dow Jones UBS Commodity index. The strategy is defined to be a hedge against risking inflation and from time to time will allocate a portion of the portfolio to inflation-protected securities and other fixed income securities. | ||||
[7] | These holdings represent fixed-income securities issued and backed by the full faith of the United States government. The strategy is designed to lengthen duration to match the duration of the pension plan liabilities. | ||||
[8] | The collective trusts seek long-term growth of capital through index replication strategies designed to match the holdings of the S&P 500, Russell 2000 and MSCI EAFE. |
Recovered_Sheet2
EMPLOYEE BENEFIT PLANS (Details 11) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Nov. 02, 2014 | Nov. 03, 2013 |
Defined Benefit Plan Disclosure [Line Items] | ||
Beginning balance | $182 | $3,224 |
Distributions | -186 | -3,466 |
Unrealized gains on plan assets | 4 | 424 |
Ending balance | $0 | $182 |
Recovered_Sheet3
EMPLOYEE BENEFIT PLANS (Details 12) (USD $) | Nov. 02, 2014 |
In Thousands, unless otherwise specified | |
Defined Benefit Plan Disclosure [Line Items] | |
2015 | $4,311 |
2016 | 3,426 |
2017 | 3,267 |
2018 | 3,248 |
2019 | 3,147 |
2020 - 2024 | $15,476 |
Recovered_Sheet4
EMPLOYEE BENEFIT PLANS (Details Textual) (USD $) | 12 Months Ended | |||
Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | ||
Defined Benefit Plan Disclosure [Line Items] | ||||
Percentage Of Employee Contribution | 6.00% | |||
Matching Contributions Percentage Minimum | 50.00% | |||
Matching Contributions Percentage Maximum | 100.00% | |||
Defer Percentage To Officers And Key Employees Salary | 80.00% | |||
Defer Percentage To Officers And Key Employees Bonus | 90.00% | |||
Defer Percentage To Directors | 100.00% | |||
Deferred Compensation Liability, Current and Noncurrent | $6,100,000 | $5,000,000 | ||
Deferred Compensation Plan Assets | 5,500,000 | 4,900,000 | ||
Defined Benefit Plan Expected Return Percentage | 6.60% | |||
Defined Benefit Plan Expected Return Period | 10 years | |||
Defined Benefit Plan, Expected Future Benefit Payments, Next Rolling Twelve Months | 1,200,000 | [1] | ||
Accumulated Other Comprehensive Income (Loss), Pension and Other Postretirement Benefit Plans, Net of Tax | 8,791,000 | 4,855,000 | ||
Defined Benefit Plan, Funded Status of Plan, Total | -12,033,000 | -7,047,000 | ||
Market Related Value Of Assets, Percentage | 10.00% | |||
Master limited partnerships [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Target Plan Asset Allocations | 8.00% | |||
United States Bonds [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Target Plan Asset Allocations | 45.00% | |||
Foreign Equities [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Target Plan Asset Allocations | 9.00% | |||
Commodity Future [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Target Plan Asset Allocations | 8.00% | |||
Emerging Market [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Target Plan Asset Allocations | 6.00% | |||
Savings Plan [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Allocated Share-based Compensation Expense, Net of Tax | $4,000,000 | $3,900,000 | $3,300,000 | |
Large Cap Us Equities [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Target Plan Asset Allocations | 13.00% | |||
Small Cap Us Equities [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Target Plan Asset Allocations | 4.00% | |||
Real Estate Investment Trusts [Member] | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Defined Benefit Plan, Target Plan Asset Allocations | 7.00% | |||
[1] | [Energy Infrastructure Master Limited Partnerships ("MLPs")] |
OPERATING_SEGMENTS_Details
OPERATING SEGMENTS (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Aug. 03, 2014 | 4-May-14 | Feb. 02, 2014 | Nov. 03, 2013 | Jul. 28, 2013 | Apr. 28, 2013 | Jan. 27, 2013 | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Segment Reporting Information [Line Items] | |||||||||||
Total net sales | $392,448 | $361,626 | $305,800 | $310,666 | $400,211 | $317,201 | $293,399 | $297,584 | $1,370,540 | $1,308,395 | $1,154,010 |
Total external net sales | 1,370,540 | 1,308,395 | 1,154,010 | ||||||||
Total operating income (loss) | 25,096 | 19,188 | 31,689 | ||||||||
Unallocated other expense | -12,421 | -40,927 | -22,692 | ||||||||
Income (loss) before income taxes | 12,675 | -21,739 | 8,997 | ||||||||
Total depreciation and amortization expense | 36,952 | 39,275 | 33,840 | ||||||||
Total capital expenditures | 18,020 | 24,426 | 28,151 | ||||||||
Total property, plant and equipment, net | 244,714 | 260,918 | 244,714 | 260,918 | 268,875 | ||||||
Total assets | 758,683 | 780,263 | 758,683 | 780,263 | 751,484 | ||||||
Metal Coil Coating [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total net sales | 246,582 | 222,064 | 210,227 | ||||||||
Total external net sales | 113,602 | 92,970 | 81,106 | ||||||||
Total operating income (loss) | 23,982 | 24,027 | 22,322 | ||||||||
Total depreciation and amortization expense | 4,031 | 3,285 | 3,390 | ||||||||
Total capital expenditures | 3,935 | 9,350 | 6,371 | ||||||||
Total property, plant and equipment, net | 43,690 | 43,789 | 43,690 | 43,789 | 37,780 | ||||||
Total assets | 84,519 | 71,118 | 84,519 | 71,118 | 60,169 | ||||||
Metal Components [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total net sales | 694,858 | 663,094 | 534,853 | ||||||||
Total external net sales | 607,594 | 581,772 | 446,720 | ||||||||
Total operating income (loss) | 33,306 | 36,167 | 34,147 | ||||||||
Total depreciation and amortization expense | 19,643 | 19,093 | 11,887 | ||||||||
Total capital expenditures | 8,646 | 7,417 | 16,123 | ||||||||
Total property, plant and equipment, net | 132,086 | 143,162 | 132,086 | 143,162 | 151,915 | ||||||
Total assets | 365,874 | 380,488 | 365,874 | 380,488 | 381,028 | ||||||
Engineered Building Systems [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total net sales | 669,843 | 655,767 | 643,473 | ||||||||
Total external net sales | 649,344 | 633,653 | 626,184 | ||||||||
Total operating income (loss) | 32,525 | 23,405 | 37,596 | ||||||||
Total depreciation and amortization expense | 10,896 | 11,937 | 12,694 | ||||||||
Total capital expenditures | 2,569 | 1,405 | 1,802 | ||||||||
Total property, plant and equipment, net | 43,876 | 30,791 | 43,876 | 30,791 | 55,316 | ||||||
Total assets | 209,281 | 199,551 | 209,281 | 199,551 | 214,227 | ||||||
Intersegment Sales [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total net sales | -240,743 | -232,530 | -234,543 | ||||||||
Corporate [Member] | |||||||||||
Segment Reporting Information [Line Items] | |||||||||||
Total operating income (loss) | -64,717 | -64,411 | -62,376 | ||||||||
Total depreciation and amortization expense | 2,382 | 4,960 | 5,869 | ||||||||
Total capital expenditures | 2,870 | 6,254 | 3,855 | ||||||||
Total property, plant and equipment, net | 25,062 | 43,176 | 25,062 | 43,176 | 23,864 | ||||||
Total assets | $99,009 | $129,106 | $99,009 | $129,106 | $96,060 |
OPERATING_SEGMENTS_Details_1
OPERATING SEGMENTS (Details 1) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Aug. 03, 2014 | 4-May-14 | Feb. 02, 2014 | Nov. 03, 2013 | Jul. 28, 2013 | Apr. 28, 2013 | Jan. 27, 2013 | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Total sales: | |||||||||||
Total net sales | $392,448 | $361,626 | $305,800 | $310,666 | $400,211 | $317,201 | $293,399 | $297,584 | $1,370,540 | $1,308,395 | $1,154,010 |
Long-lived assets: | |||||||||||
Total long-lived assets | 364,863 | 385,119 | 364,863 | 385,119 | 398,649 | ||||||
UNITED STATES OF AMERICA | |||||||||||
Total sales: | |||||||||||
Total net sales | 1,258,055 | 1,192,327 | 1,045,483 | ||||||||
Long-lived assets: | |||||||||||
Total long-lived assets | 358,634 | 378,814 | 358,634 | 378,814 | 392,062 | ||||||
CANADA | |||||||||||
Total sales: | |||||||||||
Total net sales | 92,238 | 102,070 | 82,742 | ||||||||
Long-lived assets: | |||||||||||
Total long-lived assets | 134 | 114 | 134 | 114 | 170 | ||||||
MEXICO | |||||||||||
Total sales: | |||||||||||
Total net sales | 4,417 | 7,378 | 7,232 | ||||||||
Long-lived assets: | |||||||||||
Total long-lived assets | 6,095 | 6,191 | 6,095 | 6,191 | 6,417 | ||||||
ALL OTHER [Member] | |||||||||||
Total sales: | |||||||||||
Total net sales | $15,830 | $6,620 | $18,553 |
QUARTERLY_RESULTS_Unaudited_De
QUARTERLY RESULTS (Unaudited) (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||||||||||||
In Thousands, except Per Share data, unless otherwise specified | Nov. 02, 2014 | Aug. 03, 2014 | 4-May-14 | Feb. 02, 2014 | Nov. 03, 2013 | Jul. 28, 2013 | Apr. 28, 2013 | Jan. 27, 2013 | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 | |||||||||||
Interim Period, Costs Not Allocable [Line Items] | ||||||||||||||||||||||
Sales | $392,448 | $361,626 | $305,800 | $310,666 | $400,211 | $317,201 | $293,399 | $297,584 | $1,370,540 | $1,308,395 | $1,154,010 | |||||||||||
Gross profit | 93,437 | 79,565 | 59,597 | 59,225 | 87,300 | 67,038 | 60,837 | 60,869 | 291,824 | 276,044 | 256,018 | |||||||||||
Net income (loss) | 14,259 | 6,089 | -4,905 | -4,258 | 8,276 | -12,192 | -5,342 | -3,627 | 11,185 | -12,885 | 4,913 | |||||||||||
Net income (loss) applicable to common shares | $14,162 | $6,039 | ($4,905) | ($4,258) | $8,182 | [1] | ($12,192) | ($5,342) | ($3,627) | $11,085 | [2] | ($12,885) | [2] | ($72,120) | [2] | |||||||
Income (loss) per common share: | ||||||||||||||||||||||
Basic (in dollars per share) | $0.19 | [3],[4] | $0.08 | [3],[4] | ($0.07) | [3],[4] | ($0.06) | [3],[4] | $0.11 | [3],[4] | ($0.19) | [3],[4] | ($0.28) | [3],[4] | ($0.19) | [3],[4] | $0.15 | ($0.29) | ($3.81) | |||
Diluted (in dollars per share) | $0.19 | [1],[3],[4] | $0.08 | [1],[3],[4] | ($0.07) | [3],[4] | ($0.06) | [3],[4] | $0.11 | [3],[4] | ($0.19) | [3],[4] | ($0.28) | [3],[4] | ($0.19) | [3],[4] | $0.15 | ($0.29) | ($3.81) | |||
[1] | Undistributed earnings attributable to participating securities was $0.1 million during each of the third and fourth quarters of fiscal 2014 and $0.1 million during the fourth quarter of fiscal 2013. | |||||||||||||||||||||
[2] | Net income (loss) applicable to common shares includes an allocation of earnings to participating securities. Participating securities consist of the Convertible Preferred Stock, as defined below, for the period prior to its conversion to Common Stock of the Company and the unvested restricted Common Stock related to our Incentive Plan. These participating securities do not have a contractual obligation to share in losses; therefore, no losses were allocated in fiscal 2013 or 2012. The Convertible Preferred Stock was converted into shares of our Common Stock in the third quarter of fiscal 2013. The Unvested Common Stock related to our Incentive Plan was allocated earnings in fiscal 2014. | |||||||||||||||||||||
[3] | The sum of the quarterly income per share amounts may not equal the annual amount reported, as per share amounts are computed independently for each quarter and for the full year based on the respective weighted average common shares outstanding. | |||||||||||||||||||||
[4] | During the third and fourth quarter of fiscal 2014 and fourth quarter of fiscal 2013, a portion of the income was allocated to “participating securities.†These participating securities are treated as a separate class in computing earnings per share (see Note 7). |
QUARTERLY_RESULTS_Unaudited_De1
QUARTERLY RESULTS (Unaudited) (Details 1) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Nov. 02, 2014 | Aug. 03, 2014 | 4-May-14 | Feb. 02, 2014 | Nov. 03, 2013 | Jul. 28, 2013 | Apr. 28, 2013 | Jan. 27, 2013 | Nov. 02, 2014 | Nov. 03, 2013 | Oct. 28, 2012 |
Interim Period, Costs Not Allocable [Line Items] | |||||||||||
Debt extinguishment costs | $0 | ($21,491) | $0 | $0 | |||||||
Gain on insurance recovery | 0 | 0 | 324 | 987 | 1,023 | 0 | 0 | 0 | 1,311 | 1,023 | 0 |
Unreimbursed business interruption costs | -500 | 0 | 0 | 0 | |||||||
Secondary offering costs | 0 | 0 | -50 | -704 | |||||||
Foreign exchange gain (loss) | -298 | -360 | 262 | -701 | -200 | 200 | 300 | ||||
Strategic Development Costs | -3,512 | -1,486 | 0 | 0 | |||||||
Total special charges in income (loss) before income taxes | ($3,810) | ($1,846) | $536 | ($418) | $523 | ($21,491) | $0 | $0 |
QUARTERLY_RESULTS_Unaudited_De2
QUARTERLY RESULTS (Unaudited) (Details Textual) (USD $) | 3 Months Ended | ||
In Millions, unless otherwise specified | Nov. 02, 2014 | Aug. 03, 2014 | Nov. 03, 2013 |
Interim Period, Costs Not Allocable [Line Items] | |||
Undistributed Earnings (Loss) Allocated to Participating Securities, Basic | $0.10 | $0.10 | $0.10 |
SUBSEQUENT_EVENT_Details_Textu
SUBSEQUENT EVENT (Details Textual) (Subsequent Event [Member], USD $) | 1 Months Ended |
Nov. 30, 2014 | |
Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Payments to Acquire Businesses, Gross | $245,000,000 |
New Debt Incurred Due to Potential Acquisition | $250 |