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Subsequent Event | 12 Months Ended
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Oct. 31, 2018
Subsequent Events [Abstract] |
Subsequent Event | SUBSEQUENT EVENTS On December 20, 2018, two of the Company’s subsidiaries entered into a definitive Agreement and Plan of Merger (the “Merger Agreement”) with the parent of Caraustar Industries, Inc. (“Caraustar”) pursuant to which, the Company is to acquire Caraustar for a purchase price of $1.8 billion, subject to certain adjustments (the “Acquisition”). The Acquisition is expected to be financed with a combination of existing cash, term and revolving loans and senior unsecured notes, as further described below. The Acquisition is subject to the satisfaction or waiver of certain conditions, including, among other things, the expiration or early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and approval of the stockholders of Caraustar’s parent. The majority stockholder of Caraustar’s parent has executed and delivered a written consent to the Company evidencing its approval of the Merger Agreement. The Merger Agreement may be terminated, and the merger may be abandoned at any time prior to the closing, as follows: (i) by mutual written agreement of the Company and Caraustar’s parent; (ii) by either the Company or Caraustar’s parent if the closing has not occurred on or before May 20, 2019 (subject to automatic extensions up to September 20, 2019, subject to terms and conditions of the Merger Agreement); (iii) by the Company in connection with certain breaches by Caraustar’s parent of its representations, warranties or covenants, subject to a cure period; and (iv) by Caraustar’s parent in connection with certain breaches by the Company of its representations, warranties or covenants, subject to a cure period. The Acquisition is expected to close during the first quarter of calendar year 2019, subject to customary closing conditions. In connection with entering into the Merger Agreement, on December 20, 2018, the Company entered into a commitment letter (the “Commitment Letter”) with a syndicate of financial institutions (the “Commitment Parties”) to provide the following credit facilities to the Company (the “Credit Facilities”): (i) a new $1,200.0 million senior secured term loan facility; (ii) a new senior secured backstop credit facility to replace the Company’s existing 2017 Credit Agreement; and (iii) a $700.0 million million senior unsecured bridge facility to be available in the event that the Company’s planned issuance of $700.0 million of senior unsecured notes (the “New Senior Notes”) has not been completed prior to closing of the Acquisition. The commitment to provide the Facilities is subject to the consummation of the acquisition and certain other customary conditions as more fully set forth in the Commitment Letter. The Company will utilize proceeds of $1,200.0 million from the new senior secured term loan facility, $700.0 million from the new senior unsecured notes, and $199.0 million provided by the new senior secured backstop credit facility to fund the $1.8 billion purchase price, to redeem the Company’s $250.0 million Senior Notes due 2019 including a make whole premium, and for the payment of fees and expenses incurred in connection with the Acquisition.

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- Definition The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 855 -URI http://asc.fasb.org/topic&trid=2122774 + Details
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