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Outline:

Investment Summary

Description of Business

o Kaizen

Industry Description

o Market Shares

o End Market Customers

Distributors (% of Sales through Distributors)

o End Market Growth Rates

o Cyclicality

o Competitive Differentiation

o Aftermarket Revenues

o Competitors

Corporate History

Management

o John Stroup Exec compensation discussion

Historical Financial Results

o Summary Table of Financial


o Margin Improvement/Source of Gains

o Adjustments to Financial Results

o IT Infrastructure investment

o Interest Savings from new credit agreement

o Other one-time costs

o Historical Transactions and Improvements

Balance Sheet

o Preferred stock Raising


o Maturities
o Debt Paydown/Responsible Leverage Ratios

Growth Strategy
o Acquisition Criteria
o Digi International Offer
o Sources and Uses of Cash Graphs
o Value Created by Acquisitions

Valuation

o Bear Case: Construction market declines dramatically again, fixed costs not absorbed, FCF
declines, and trades at 12% FCF yield

o Base Case: Construction market stays flat, margins stay flat, revenues grow due to acquisition

o Bull:

o Comparison Table

Risks

Investment Opportunity

Belden is an underrated compounder. Over 11 years, BDC has grown FCF 11x (24% CAGR), yet trades at
a trailing 9% FCF yield. Since the current CEO took the helm at age 39 in October 2005, FCF has grown at
a 24% annual rate, based on a strategy of developing existing businesses, acquiring new ones, improving
margins, and improving working capital management. However, improved its base business margins,
acquired adjacent businesses at fair prices, and improved those businesses. It will continue to execute
this strategy in coming years. Atkore trades at a 7% FCF yield adjusted for one-time expenses and stock-
based compensation, and its <2x levered balance sheet provides ample firepower to make acquisitions
at 6-8x EBITDA and rapidly improve cash flows. ATKR value will be $38-42 in 5 years, representing a 8.3-
10.5% CAGR from todays $25.50 share price.

Business Philosophy

What differentiates Atkore from other businesses is its commitment to Kaizen (also known as Lean), as
practiced by Danaher Corporation for many years, and adopted initially from Toyota in the 1980s.
Management has experience at Danaher and increased cash flow via tools that emphasize continuous
improvement. Management reduced machinery set-up times, increased inventory turns, reduced square
footage used, reduced product defect rates, and generated higher revenue per employee.

Business Description

Atkore International Group (ATKR) manufactures electrical raceway products, specifically conduit,
armored cable products, and related fittings and framing. The companys metal- and PVC-based
products protect a structures electrical cables and wires from damage inside non-residential buildings.

Industry Description

Market Share
Electrical Raceway is a $13bn subsegment of the $78bn U.S. electrical products market, and Atkore
estimates it has 8% market share of Electrical Raceway products. Atkores products only address $4bn of
the broader $13bn market. Atkore plans to address additional segments of the $13bn market in the
future through organic or inorganic activities. With sales at IPO of $960mm, Atkore has significant 24%
market share in its $4bn addressable markets. Competitors include ABB Ltd., Eaton Corp., Pentair plc,
and Hubbell Inc. All of these companies are well-respected industrial competitors, although they are
more diversified than Atkore.

MP&S serves an addressable market of $3.8bn, and Atkore holds approximately 12% market share.
Atkore competes in the metal framing and in-line galvanized metal tubing markets. In metal framing,
Atkore holds 21% market share and competitors include ABB, Eaton, and Haydon. In-line tubing is the
cylindrical metal tubing used in conveyor systems.

Cyclicality

Both segments address demand for non-residential construction. Non-residential construction is a


cyclical end market. Management uses the Dodge Momentum Index (DMI) among other indicators, to
project demand. The DMI projects the trend of non-residential building activity. Recent trends are very
positive for the market, yet predicting downturns in construction can be difficult. A non-residential
building slowdown is perhaps the largest near-term risk for the business. Longer term, management can
outgrow the industry through time-saving product innovation and accretive acquisitions.

End Markets

Atkores end market customers operate in the non-residential construction industry. Atkore markets
products through distributors, which represents roughly 75% of sales. A wide variety of users influence
whether Atkores products are ultimately purchased, namely architects, engineers, electrical code
authorities, and electrical contractors. The end users worth focusing on are the distributors and the
contractors. Atkores largest electrical distributor customers include Wesco International, Graybar,
Rexel, and Sonepar S.A. Industrial distributors and big box stores, such as WW Grainger, Fastenal, Home
Depot, HD Supply, and McMaster-Carr, are also large customers. The distribution business remains
fragmented. Atkores top 10 customers only represent 31% of sales, and the largest customer
represents 7% of sales.

End Market Growth

Atkores primary end market, non-residential construction, grows roughly in line with US GDP. Upside
above GDP could come from increasing demands for electricity in buildings. In other words, raceway
content per building or per square foot may grow in the future.

Construction supply has not been growing long-term, but there were clearly periods of excess supply
(see office space during the internet bubble years and hotels pre-crisis) and lack of supply (see 2009-
2011 in most markets) in the past. Todays market, based on Dodges data, seems to be very healthy,
indicating we are closer to a peak than a trough in most markets.

Corporate History

Clayton, Dubilier & Rice (CD&R), a large and generally well-regarded private equity company, still owns
50% of Atkore. CD&R purchased 51% of the Electrical and Metal Products division from Tyco in
December 2010. CD&R later purchased the remainder in April 2014. Atkore went public in June 2016 at
$16.00 per share, below its pre-IPO estimates.

Leadership

John Williamson is Atkores CEO and Philip Knisely is Chairman. Williamson is a 17-year veteran of
Danaher with experience in operations, sales, supply chain, and mergers and acquisitions. Knisely is an
advisor to CD&R and a 10-year veteran of Danaher, a relatively little-known conglomerate whose
backers Mitchell and Steve Rales have significant ownership stakes in public companies worth over
$85bn (Danaher, Fortive, Colfax). The Danaher Business System is a set of tools all employees learn to
drive continuous improvement. Mr. Williamsons long tenure, senior position, and variety of
responsibilities at Danaher indicate he had exposure and success implementing processes that drove
sustainable margin improvements. The support and strategic insight Mr. Knisely provides at the board
level should benefit Atkore in the future. There is, however, no guarantee that Mr. Knisely will stay on at
Atkore after CD&R fully exits its investment.

Mr. Williamsons ongoing involvement at Atkore is core to my interest in this business because Atkores
strategy of acquisition-led growth requires a strong leader with fluency in continuous improvement
tools. Mr. Williamson holds a significant ownership interest in Atkore, 1.18mm shares and 1.9% of
shares outstanding. At current prices, Williamsons stake is worth $30mm. Williamsons total 2016
compensation was roughly $2.6mm, so Mr. Williamson has a large vested interest in the continued
success and growth of Atkore.

Financials

History

CD&R purchased Atkore in December 2010, and quickly appointed John Williamson to CEO in June 2011.
EBITDA margins have fluctuated. The margin lumpiness can be explained by restructuring activities
occurring concurrent with acquisition activities designed to create a broader product offering. From a
start in Fiscal 2011 of 5.9% EBITDA Margins, they quickly rose to 9.3% in 2012. From 2012 to 2014,
margins fell to 8.4%. In 2013, margins fell primarily because they sold businesses while keeping
administrative costs relatively flat. Costs were also likely elevated as a result of pursuing acquisitions
during the year. Sales lost were low margin, but the gross profit dollars lost still caused some
deleveraging in margins. During CY 2013, the company acquired two businesses. Results from these
businesses only began to flow through during 2014. However, the businesses contributed very little to
gross profit during the year.
In the following year, gross profit increased by $46mm while sales increased by $26mm. In other words,
2015 was the second instance (after raising margins dramatically from 2011 to 2012) when management
improved the cost structure of the business, growing gross margins from 13.3% to 15.7%. Gross margins
improved again in 2016, from 15.7% to 24.2%, mostly due to exiting the minimally-profitable Fence and
Sprinkler business (this business has no relation to the Flexhead sprinkler business purchased in 2012).
Sales declines from 2015 to 2016 due to Fence and Sprinkler were $170.8mm, while cost of sales
declined $167.6mm. Implicitly, Fence and Sprinkler offered 1.8% gross margins.

In short, during 2012 and 2013 Atkore exited its international operations and certain business lines
facing competitive pressures. Margins climbed steadily from FY2014 to 2016, after several years
repositioning the business. With a simplified business, management focused its efforts on the U.S.
businesses with the greatest potential to improve. Atkore now owns a portfolio of products earning mid-
teens EBITDA margins.

Adjustments

There are some adjustments to 2016s figures which obscure the calculation of cash flows.

+ $12.8mm charge to terminate consulting relationship with CD&R

+ $8.7mm IPO-related transaction costs

+ $16mm interest rate savings from debt refinancing

- $21mm of additional sales during 2016 as a 53-week year

The $36.5mm of additional costs net of 35% tax rate results in $24.4mm in extra after-tax cash flow.

The sales from the additional week I will assume sold at typical gross margin levels of 24%. As a result,
Atkore earned $5mm gross profit dollars during the extra week. After applying a 35% tax rate, cash
flows were inflated by $3.3mm.

In total, adjusted cash flows should be $21mm higher.

Cash Flow

I will calculate cash flow as Cash from operations minus stock-based compensation plus adjustments
minus normalized CapEx. Owner Earnings equals Net Income plus Depreciation and Amortization plus
Asset Impairments, plus adjustments minus normalized CapEx. Owner earnings is more reflective of
underlying business conditions because Free Cash Flow at Atkore also reflects improvements in working
capital management. There is a sizeable gap between the two earnings yields offered due to
movements in working capital. Owners earnings have grown substantially in the last three years. FCF
has grown at a slower rate because management generated cash by reducing working capital earlier in
Atkores history. While the working capital improvements do not recur, future acquisitions will provide
additional opportunities for working capital improvements.
Recent Results

In ATKRs December quarter, Gross margins increased again from 20.2% to 27.2%. Positive gross margin
impacts of exiting the Fence and Sprinkler business likely drove the continued improvement. Keep in
mind these increases occurred during a seasonally slow quarter. Sales are higher during the 3rd and 4th
fiscal quarters, ending in June and September. Gross margins will likely trend higher throughout the
year.

Balance Sheet

Atkores balance sheet looks healthy. The business holds $88mm in cash, $493mm in debt, and $35mm
in pension liabilities, as of December 31, 2016. Net debt, including pension liability, is $440mm. Given
FCF of $133mm, Atkore could repay its debt in 3.3 years. Atkores principal maturity is December 2023,
so Atkore can earn the cash flow needed to completely pay off its debt. However, I do not foresee
Atkore pursuing this capital structure, as they will likely use their operating cash flow and balance sheet
flexibility to acquire adjacent operations.

In December the company refinanced its debt and extended its maturities to 2023. Atkore has no
onerous maintenance covenants which would force the company into bankruptcy. The debt is floating-
rate, at Libor + 300 bps. Interest savings will be $16mm as a result, roughly $10mm after-tax. As a result,
interest coverage (EBIT/interest) will increase from ~3.0x to ~4.0x. Atkores debt service is very
manageable at current levels. If interest rates increased 300 bps, interest expense would increase
roughly $15mm, not a death blow to the companys cash flow by any means. While Atkore is cyclical
with operating leverage, the balance sheet protects the company from significant near-term business or
capital markets stress.

Growth Strategy

Atkore plans to grow its business over long periods of time. Atkore is a mature business and distributor
relationships are well-established. The company can consolidate the industry, develop more innovative
products, or improve its own profitability to grow faster than the industry.
Atkore announced its intention to pursue a roll-up strategy in the electrical supply marketplace, while
establishing a long-term goal of 20% EBITDA margins. Management has demonstrated an ability to get
under-performing businesses to operate on par with best-in-class companies, so this is a sensible
strategy to pursue. While drawing clear comparables with Eaton and ABB is difficult due to their much
greater diversification, Atkore recent margin performance compares well with those operators
segments most similar to Atkore.

Below are the categories where management sees opportunities, all adjacent markets with similar end
customers and distributor relationships.

Management has stated they believe they can purchase companies at 6x EBITDA, although management
admits multiples have drifted upwards towards 7-8x. Below is an illustrative example of a typical
Atkore acquisition. It shows how Atkores ROIC through acquisitions can be attractive if it successfully
brings acquisitions to its margin structure. A true tuck-in acquisition could be significantly more
attractive. Atkore not too long ago had EBITDA margins of 10% and already had strong market share.

EBITDA margins for smaller businesses could very easily be closer to Atkores 2011 starting point of 5%.
Additionally, my purchase price adjustments reflect inventory rationalization but completely omit any
fixed asset rationalization. Companies in this industry have reduced square footage by 30-50%, as
detailed in the book Better Thinking, Better Results. A true product line acquisition, where Atkore
acquires a product line and brings manufacturing in-house to its existing production facilities could be
significantly more accretive if Atkore realizes sales proceeds from fixed asset disposals.

As this example demonstrates, a 100% debt-financed acquisition would be mostly paid off by the end of
year 5. Cumulative owner earnings of $53.4mm plus $9mm of inventory cash flows would almost
completely repay the $70mm purchase price.

The last piece of a growth-through-acquisition strategy involves moving into higher-value products. I
admit that Atkores electrical raceway products do not possess enormous competitive advantages. Over
longer periods of time, Atkore will pursue acquisitions in adjacent, higher-value end markets.
Management noted electrical enclosures and hand tools as areas of potential M&A interest. In short,
management is also well aware of the business cyclicality and is looking for additional platforms with
less cyclical end-markets.

Valuation

A 7.5% FCF yield is a great purchase price for a higher quality business. Atkore is not intrinsically an
attractive business, so I estimate fair value using 6.5%-8% FCF yields, and arrive at a steady state value
of $25-31. Steady-state valuation assumes Atkore never acquires another business. ATKR grows at a
terminal rate of 2-3% and earns the 7-8% current cash flow yield.

Value from Acquisitions

The value from acquisitions captures the incremental return the company could earn by reinvesting its
earnings in acquisitions in contrast to returning the cash to shareholders.
How much value would Atkore have created if it returned 100% of excess capital to investors? For
simplicity, I use share repurchases to understand the value that could be created. See graphic below.
Assuming the business used 100% of FCF to repurchase shares and FCF was constant for 5 years, shares
outstanding would decline roughly 40%. If Atkore were valued at its current FCF yield, investors would
earn an IRR of 8% from the business. While not perfect, and honestly a bit optimistic because I assume
the cycle does not turn down in the next 5 years, this is the right way to think about the counterfactual
of What if they didnt use all that cash on acquisitions?.

The buyback inputs above are clear, but the acquisition model includes several more assumptions,
specifically acquisition multiples, inventory savings from Lean management, margin improvements,
financing terms, etc. See the next page. Essentially, I assume Atkore pursues a consistent acquisition
strategy of companies similar to itself for 5 years, at 7.0x EBITDA multiples, with 10% starting EBITDA
margins that move up to 20% over 5 years, and inventory turns that increase dramatically from 3x to 10x
over 5 years. The main line item I focus on is owner earnings, which grows 68% in 5 years, while keeping
gross debt/EBITDA ratios roughly constant.

Another way to consider the acquisition strategy is to compare the increase in owner earnings over 5
years with the total investment in acquisitions minus inventory savings. This approximates ROIC, and
would approximate the IRR of the cash reinvested in the business. Investment in acquisitions total
$825mm, while aggregate inventory savings are $221mm (including year 6 inventory savings from year 5
acquisition). Total investment is thus $604mm. Owner earnings increased $80mm in 5 years, meaning
the 5 year ROIC would be 13.2%. When compared to the IRR under a buyback strategy, the acquisition
strategy, if successful, is preferable. The 10.5% IRR cited in the table above intuitively makes sense
because it reflects a weighted average of Atkores underlying returns (8.1%) and the value of its
acquisition strategy (13.2%). Over time, if the acquisition strategy were maintained, annual returns
approximate 13%.

EBITDA margins stay relatively flat as new acquisitions are integrated and brought up to company-
average margins. Atkores margins declined from 2012 to 2014, as new acquisitions with presumably
below-average margins were added and ultimately integrated. In some ways, ATKRs static margins
during periods of high acquisition activity is similar to a retailer adding stores very rapidly. New stores
are initially less profitable and pull down margins temporarily, but improve margins in future years.

Risks

Cyclical end markets are the largest concern. With low gross margins, which indicates a lack of pricing
power, volume declines would result in painful fixed cost deleveraging. Furthermore, due to the
business Lean philosophy, there will be less excess inventory that will act as a source of cash during a
downturn.

The acquisitive strategy might not work. This risk is mitigated to a significant degree by managements
overall success in raising margins in its core and acquired businesses.
Leverage could become more pronounced in a downturn. Leverage today remains healthy at <2x EBITDA
and ~4x FCF. If non-residential construction demand slows, cash flow might decline dramatically,
negatively affecting leverage metrics. Atkore recently refinanced its debt which included reducing gross
debt, and extended its maturities to 2023. This reduces any immediate concerns that Atkore will need to
refinance debt when credit markets are closed.

Conclusion

Atkores leadership, business execution, and strategy is differentiated, which should allow it to earn
solid returns over time. However, the business is cyclical and has been strong despite an otherwise
lackluster economy. In a recession, revenues would likely decline dramatically, and earnings would likely
decline significantly, as they did after the Great Recession. Waiting for end markets to weaken
substantially would provide a much better entry point for a core position. That being said, the business
ability to grow through accretive acquisition and IPO-related noise depressing FCF should make todays
valuation look reasonable in future years.

Conclusion: Atkores leadership, business execution, and strategy is differentiated, which should allow it
to earn solid returns over time. However, the business is cyclical and has been strong despite an
otherwise lackluster economy. In a recession, revenues would likely decline dramatically, and earnings
would likely turn negative, as they did after the Great Recession. This type of set-up would provide a
much better entry point for a core position. That being said, the business ability to grow through
accretive acquisition and IPO-related noise depressing FCF should make todays valuation look
conservative in future years.

Kaizen is an entire management philosophy that requires commitment from all areas of the
business. Most businesses that claim to practice lean management do not fully embrace what
Lean/Kaizen means. I will paraphrase one great example from a book on the topic, Better Thinking,
Better Results, (citation) directly involves salespeople. One goal of Lean is to smooth production,
because smooth production reduces the peaks and valleys in business. However, salespeople at times
can get in the way of smooth production because of their own incentives. For instance, lets say a
university is renovating its student union. This is a big project that would require significant amounts of
electrical raceway product. However, does the contractor renovating the union need 100% of the
electrical raceway delivered up-front? Of course not. They will need it over time. But most contractors
order in bulk. Companies practicing Lean will know this and try to work with the customer to smooth
production. In other words, the company will commit to deliver the product periodically, on a schedule
that works for the customer, so the contractor holds only the product that is needed and the Lean
company produces only what is needed. The salespersons role in this is that he/she is highly
incentivized in most companies to get really big orders. But Lean companies work with their salespeople
to ensure orders reflect the actual rate of customer demand.

The preceding example is just one way in which Lean management can result in better outcomes for
both customers and their suppliers. The customer reduces storage costs associated with holding
unnecessary supplies, and the supplier can maintain smooth production, reducing unnecessary overtime
and potential product defects.

There is much more to Lean/Kaizen than I could possibly describe in one investment write-up, but it is
worth studying more closely to understand its benefits. Atkore of course is not the only company
practicing Lean. Others with similar Danaher origins include Belden, Allied Motion Technologies, Fortive,
Steel Partners Holdings, Cognex, Crane, IDEX, and Colfax. Given Danahers success, other businesses
have begun describing their cost improvement programs in ways similar to the way Danaher does. I
dont know that these companies embody Lean as well as companies with direct Danaher roots, but
some of these companies include Rexnord, Carlisle Companies, Nordson, and Polaris.

Appendix:

in 2012, we sold our interest in a joint venture in Saudi Arabia that represented our only investment in
the Middle East because we determined that it did not provide sufficient earnings or strategic value to
support the complexities of managing foreign operations. During that same year, we also sold two low-
margin, commodity-oriented businesses in the United States for which we had limited market presence
or competitive differentiationour hollow structural tube business based in Morrisville, Pennsylvania
and our sprinkler system fabrication business. During 2013, we further reduced our non-domestic
footprint by closing one facility in Brazil, selling the remainder of our Brazilian operations and closing our
Acroba subsidiary in France. Exiting these international businesses allowed us to generate cash,
eliminate low-margin businesses from our portfolio and mitigate various risks, such as foreign currency
exposure and the general complexities of managing operations outside the United States. In 2015, we
exited Fence and Sprinkler, two product lines that did not align with our long-term vision due to limited
product differentiation, exposure to significant import competition, ongoing price pressure due to
overcapacity in the market and having different channels to market than our Electrical Raceway and
MP&S segments. In conjunction with the exit from Fence and Sprinkler, we evaluated the viability of a
Philadelphia, Pennsylvania manufacturing facility and determined that significant investment would be
required to bring that facility to an acceptable level of operation. Given our ability to shift ongoing
production capacity from that facility to other existing facilities, we closed this facility in the first quarter
of fiscal 2016.
From S-1:

Recent Acquisitions. In addition to our organic growth, we have transformed our Company
through acquisitions in recent years, allowing us to expand our product offerings with existing and new
customers. In accordance with GAAP, the results of our acquisitions are reflected in our financial
statements from the date of each acquisition forward.

Our acquisition strategy has focused primarily on growing market share by complementing our existing
portfolio with synergistic products and expanding into end-markets that we have not previously served.
In total, we have invested over $200 million in acquisitions since 2011. In 2012, we acquired Flexhead
Industries, or Flexhead, a leading manufacturer of flexible sprinkler drops that provided a set of higher
margin, value-added products to our MP&S portfolio. Flexheads products provide engineers, architects,
contractors and building owners with solutions for rapid installation, simple relocation and system
versatility for commercial ceilings applications.

Product diversification has been a core element to our growth strategy. Prior to 2013, our Electrical
Raceway offering primarily consisted of steel and copper products. At that time, we produced PVC
conduit from a single facility in Georgia, and we did not have a meaningful presence in the market. In
2013 and 2014, we completed the acquisitions of Heritage Plastics, Liberty Plastics, Ridgeline and APPI,
which significantly

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increased our portfolio of PVC products, including PVC conduit, fittings, elbows and sweeps. The
additional scale, which included new operations in the Northeast, Midwest, Southwest and Western
United States, enabled us to more comprehensively serve our largest electrical distribution customers in
this product line and significantly increased our market share and presence in the Electrical Raceway
market. These acquisitions also substantially increased our cross-selling opportunities, providing a
meaningful avenue for growth going forward.

In 2015, we acquired SCI, a manufacturer of electrical fittings for steel, flexible and liquidtight conduit as
well as armored cable. SCI enhanced the breadth of our product portfolio and is representative of the
opportunities we have in our fragmented markets to add complementary products that will further
support our growth and customer value proposition. We expect to continue to pursue synergistic
acquisitions as part of our growth strategy to expand our product offerings.

See Note 2 to our audited consolidated financial statements included elsewhere in this prospectus for
further detail.

Divestitures and Restructurings. Since 2011, we have continuously evaluated our operations to ensure
that we are investing resources strategically. Our assessment has included existing operating
performance, required levels of investment to improve performance and the overall complexities of
doing business in certain markets and geographic regions. After careful consideration, we streamlined
our business through a combination of business divestitures, asset sales and the exit of certain product
lines.

In 2012, we sold our interest in a joint venture in Saudi Arabia that represented our only investment in
the Middle East because we determined that it did not provide sufficient earnings or strategic value to
support the complexities of managing foreign operations. During that same year, we also sold two low-
margin, commodity-oriented businesses in the United States for which we had limited market presence
or competitive differentiationour hollow structural tube business based in Morrisville, Pennsylvania
and our sprinkler system fabrication business. During 2013, we further reduced our non-domestic
footprint by closing one facility in Brazil, selling the remainder of our Brazilian operations and closing our
Acroba subsidiary in France. Exiting these international businesses allowed us to generate cash,
eliminate low-margin businesses from our portfolio and mitigate various risks, such as foreign currency
exposure and the general complexities of managing operations outside the United States.

In April 2014, AII refinanced its then outstanding indebtedness with the proceeds of the Term Loan
Facilities. AII paid a dividend to AIH with a portion of the proceeds of the Term Loan Facilities, and AIH in
turn paid a dividend to us to fund our acquisition of all of the shares of our common stock then held by
the Tyco Seller for an aggregate cash purchase price of approximately $250.0 million.

In 2015, we exited Fence and Sprinkler, two product lines that did not align with our long-term vision
due to limited product differentiation, exposure to significant import competition, ongoing price
pressure due to overcapacity in the market and having different channels to market than our Electrical
Raceway and MP&S segments. In conjunction with the exit from Fence and Sprinkler, we evaluated the
viability of a Philadelphia, Pennsylvania manufacturing facility and determined that significant
investment would be required to bring that facility to an acceptable level of operation. Given our ability
to shift ongoing production capacity from that facility to other existing facilities, we closed this facility in
the first quarter of fiscal 2016. Neither Fence nor Sprinkler constituted a component with a significance
level that would have required presentation as discontinued operations.

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