Balance Sheet Accounts

a. Fair Value of Financial Instruments

The accounting standards use a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. These tiers include: Level 1, defined as observable inputs such as quoted prices in active markets; Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable; and Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions. The following are measured at fair value:



			Fair value measurement at August 31, 2014
	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(In millions)
Money market funds	$	147.2	$	147.2	$	—	$	—
			Fair value measurement at November 30, 2013
	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(In millions)
Money market funds	$	174.4	$	174.4	$	—	$	—

As of August 31, 2014, a summary of cash and cash equivalents and the grantor trust by investment type is as follows:



	Total		Cash and Cash Equivalents		Money Market Funds
	(In millions)
Cash and cash equivalents	$	154.9	$	19.2	$	135.7
Grantor trust (included as a component of other current and noncurrent assets)	11.5		—		11.5
	$	166.4	$	19.2	$	147.2

The carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, accounts receivable, accounts payable, accrued compensation, and other accrued liabilities, approximate fair value because of their short maturities.

The estimated fair value and principal amount for the Company’s outstanding debt is presented below:



	Fair Value				Principal Amount
	August 31, 2014		November 30, 2013		August 31, 2014		November 30, 2013
	(In millions)
Term loan	$	100.0	$	45.0	$	100.0	$	45.0
7.125% Second-Priority Senior Secured Notes due 2021 (the “7 1/8% Notes”)	495.9		494.5		460.0		460.0
4 1/16% Debentures	275.2		398.1		133.6		193.2
Delayed draw term loan	89.0		—		89.0		—
Other debt	0.9		1.0		0.9		1.0
	$	961.0	$	938.6	$	783.5	$	699.2

The fair values of the 7 1/8% Notes and 4 1/16% Debentures were determined using broker quotes that are based on open markets for the Company’s debt securities as of August 31, 2014 and November 30, 2013 (both Level 2 securities). The fair value of the term loans and other debt was determined to approximate carrying value.

b. Accounts Receivable



	August 31, 2014			November 30, 2013
	(In millions)
Billed	$	78.4		$	96.3
Unbilled	153.3			138.0
Reserve for overhead rate disallowance	(17.4		)	(20.5		)
Total receivables under long-term contracts	214.3			213.8
Other receivables	0.4			0.3
Accounts receivable	$	214.7		$	214.1

c. Inventories



	August 31, 2014			November 30, 2013
	(In millions)
Long-term contracts at average cost	$	426.9		$	347.7
Progress payments	(296.0		)	(242.4		)
Total long-term contract inventories	130.9			105.3
Total other inventories	1.4			0.6
Inventories	$	132.3		$	105.9

d. Property, Plant and Equipment, net



	August 31, 2014			November 30, 2013
	(In millions)
Land	$	67.2		$	67.2
Buildings and improvements	275.4			219.5
Machinery and equipment	474.0			464.7
Construction-in-progress	37.0			76.1
	853.6			827.5
Less: accumulated depreciation	(483.0		)	(452.8		)
Property, plant and equipment, net	$	370.6		$	374.7

e. Goodwill

The goodwill balance at August 31, 2014 relates to the Company’s Aerospace and Defense segment. The changes in the carrying amount of goodwill since November 30, 2013 were as follows (in millions):



November 30, 2013	$	159.6
Purchase accounting adjustments related to Rocketdyne Business acquisition	4.8
August 31, 2014	$	164.4

The purchase accounting adjustments recorded during the first nine months of fiscal 2014 were during the measurement period of the assets acquired and liabilities assumed related to the Rocketdyne Business acquisition and had no impact on the Company’s unaudited condensed consolidated statement of operations.

f. Other Noncurrent Assets, net



	August 31, 2014		November 30, 2013
	(In millions)
Recoverable from the U.S. government for restructuring costs	$	34.9	$	13.3
Deferred financing costs	19.3		18.3
Recoverable from the U.S. government for conditional asset retirement obligations	17.1		15.6
Grantor trust	11.6		11.4
Indemnification receivable from UTC	6.8		10.0
Other	2.4		4.1
Other noncurrent assets, net	$	92.1	$	72.7

g. Other Current Liabilities



	August 31, 2014		November 30, 2013
	(In millions)
Accrued compensation and employee benefits	$	102.4	$	97.4
Payable to UTC primarily for Transition Service Agreements	12.0		20.4
Interest payable	20.3		12.3
Contract loss provisions	15.0		10.5
Other	66.7		65.4
Other current liabilities	$	216.4	$	206.0

h. Other Noncurrent Liabilities



	August 31, 2014		November 30, 2013
	(In millions)
Conditional asset retirement obligations	$	23.9	$	22.9
Pension benefits, non-qualified	17.0		17.2
Deferred compensation	11.7		9.8
Deferred revenue	7.6		8.0
Other	19.1		15.9
Other noncurrent liabilities	$	79.3	$	73.8

i. Accumulated Other Comprehensive Loss, Net of Income Taxes

Changes in accumulated other comprehensive loss by components, net of $14.8 million of income taxes, related to the Company’s retirement benefit plans are as follows:



	Actuarial Losses, Net			Prior Service Credits, Net			Total
	(In millions)
November 30, 2013	$	(226.2	)	$	3.8		$	(222.4	)
Amortization of actuarial losses and prior service credits, net of income taxes	23.1			(0.4		)	22.7
August 31, 2014	$	(203.1	)	$	3.4		$	(199.7	)

j. Redeemable Common Stock

The Company inadvertently failed to register with the SEC the issuance of certain of its common shares in its defined contribution 401(k) employee benefit plan (the “Plan”). As a result, certain Plan participants who purchased such securities pursuant to the Plan may have the right to rescind certain of their purchases for consideration equal to the purchase price paid for the securities (or if such security has been sold, to receive consideration with respect to any loss incurred on such sale) plus interest from the date of purchase. As of August 31, 2014 and November 30, 2013, the Company has classified less than 0.1 million shares as redeemable common stock because the redemption features are not within the control of the Company. The Company may also be subject to civil and other penalties by regulatory authorities as a result of the failure to register these shares. These shares have always been treated as outstanding for financial reporting purposes. In June 2008, the Company filed a registration statement on Form S-8 to register future transactions in the GenCorp Stock Fund in the Plan. During the first nine months of fiscal 2014 and fiscal 2013, the Company recorded $0.2 million and ($0.3) million for realized losses/(gains) and interest associated with this matter, respectively.

k. Treasury Stock

During the first nine months of fiscal 2014, the Company repurchased 3.5 million of its common shares at a cost of $64.5 million. The Company reflects stock repurchases in its financial statements on a “settlement” basis.