EQUITY INVESTMENT

9 Months Ended

Jul. 31, 2016

Equity [Abstract]

EQUITY INVESTMENT

EQUITY INVESTMENT

On August 14, 2009, the Company entered into an Investment Agreement (as amended, the “Investment Agreement”), by and between the Company and Clayton, Dubilier & Rice Fund VIII, L.P. (“CD&R Fund VIII”). In connection with the Investment Agreement, the CD&R Fund VIII and the Clayton, Dubilier & Rice Friends & Family Fund VIII, L.P. (collectively, the “CD&R Funds”) purchased convertible preferred stock, which was later converted to shares of our common stock on May 14, 2013. Also, on October 20, 2009, the Company entered into a Stockholders Agreement with the CD&R Funds.

On July 25, 2016, the CD&R Funds completed a registered underwritten offering, in which the CD&R Funds offered 9.0 million shares of our common stock at a price to the public of $16.15 per share (the “Secondary Offering”). The underwriters also exercised their option to purchase 1.35 million additional shares of our common stock from the CD&R Funds. The aggregate offering price for the 10.35 million shares sold in the Secondary Offering was approximately $160.1 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 the Company or any of its officers or directors (although certain of our directors are affiliated with the CD&R Funds). As disclosed in Note 14, concurrent with the Secondary Offering, the Company repurchased approximately 2.9 million shares from the CD&R Funds. In connection with the Secondary Offering and Stock Repurchase (defined below), we incurred approximately $0.7 million in expenses, which were included in engineering, selling, general and administrative expenses in the unaudited consolidated statement of operations for the three and nine months ended July 31, 2016.

At July 31, 2016 and November 1, 2015, the CD&R Funds owned approximately 42.0% and 58.4%, respectively, of the outstanding shares of our common stock. See “Transactions with Related Persons” in our Proxy Statement on Schedule 14A, as filed with the SEC on January 27, 2016, for a description of the rights held by the CD&R Funds under the terms and conditions of the Investment Agreement and the Stockholders Agreement.