TransDigm Group INC (Form: 10-Q, Received: 08/08/2018 15:17:06)

Exhibit 3.4 BYLAWS OF EXTANT COMPONENTS GROUP HOLDINGS, INC. ARTICLE I. OFFICES. The registered office of Extant Components Group Holdings, Inc., a Delaware corporation (the "Corporation"), shall be located in the State of Delaware and shall be at such address as shall be set forth in the Certificate of Incorporation (as the same may be amended from time to time, the "Certificate of Incorporation"). The registered agent ofthe Corporation at such address shall be as set forth in the Certificate of Incorporation. The Corporation may also have such other offices at such other places, within or without the State of Delaware, as the Board of Directors of the Corporation (the "Board of Directors") may from time to time designate or the business of the Corporation may require. ARTICLE II. STOCKHOLDERS. Section 1. Annual Meeting. The annual meeting of stockholders for the election of directors and the transaction of any other business shall be held on such date and at such time and in such place, either within or without the State of Delaware, as shall from time to time be designated by the Board of Directors. At the annual meeting any business may be transacted and any corporate action may be taken, whether stated in the notice of meeting or not, except as otherwise expressly provided by statute or the Certificate of Incorporation. Section 2. Special Meetings. Special meetings of the stockholders for any purpose may be called at any time by the Board of Directors or the President, and shall be called by the President at the request ofthe holders of at least twenty percent (20%) of the outstanding shares of capital stock entitled to vote. Special meetings shall be held at such place or places within or without the State of Delaware as shall from time to time be designated by the Board of Directors. At a special meeting no business shall be transacted and no corporate action shall be taken other than that stated in the notice of the meeting. Section 3. Notice of Meetings. Written notice of the time and place of any stockholders' meeting, whether annual or special, shall be given to each stockholder entitled to vote thereat, by personal delivery, by electronic transmission in accordance with Section 232 of the Delaware General Corporation Law (the "DGCL") or by mailing the same to him at his address as the same appears upon the records of the Corporation at least ten (10) days but not more than sixty (60) days before the day ofthe meeting. Notice of any adjourned meeting need not be given except by announcement at the meeting so adjourned, unless otherwise ordered in connection with such adjournment. Such further notice, if any, shall be given as may be required by law. Section 4. Quorum. Any number of stockholders, together holding at least a majority of the capital stock of the Corporation issued and outstanding and entitled to vote, who shall be

present in person or represented by proxy at any meeting duly called, shall constitute a quorum for the transaction of all business, except as otherwise provided by law, the Certificate of Incorporation or these Bylaws. Section 5. Adjournment of Meetings. Ifless than a quorum shall attend at the time for which a meeting shall have been called, the meeting may adjourn from time to time, by a majority vote ofthe stockholders present or represented by proxy and entitled to vote, without notice other than by announcement at the meeting until a quorum shall attend. Any meeting at which a quorum is present may also be adjourned in like manner and for such time or upon such call as may be determined by a majority vote of the stockholders present or represented by proxy and entitled to vote. At any adjourned meeting at which a quorum shall be present, any business may be transacted and any corporate action may be taken which might have been transacted at the meeting as originally called. Section 6. Voting List. The Secretary shall prepare and make, at least ten (10) days before each election of directors, a complete list of the stockholders entitled to vote, arranged in alphabetical order and showing the address of each stockholder and the number of shares of each stockholder. Such list shall be open at the place where the election is to be held for said ten (10) days, for the examination by any stockholder, and shall be produced and kept at the time and place of election during the whole time thereof, and subject to the inspection of any stockholder who may be present. Section 7. Voting. Each stockholder entitled to vote at any meeting may vote either in person or by proxy, but no proxy shall be voted on or after three (3) years from its date, unless said proxy provides for a longer period. Except as otherwise provided by the Certificate of Incorporation, each stockholder entitled to vote shall at every meeting of the stockholders be entitled to one (1) vote for each share of stock and a fraction of a vote in proportion to any fractional shares registered in his name on the record of stockholders. Except as may provided by law, the Certificate oflncorporation, these Bylaws or any stock exchange or regulatory body applicable to the Corporation, each matter brought before any meeting of stockholders shall be decided by the affirmative vote of the holders of a majority of the votes of the shares of capital stock present in person or represented by proxy at the meeting and entitled to vote on the matter. Voting at meetings of stockholders need not be by written ballot. Section 8. Record Date of Stockholders. The Board of Directors is authorized to fix in advance a date not exceeding sixty (60) days nor less than ten (10) days preceding the date of any meeting of stockholders, or the date for the payment of any dividend, or the date for the allotment of rights, or the date when any change or conversion or exchange of capital stock shall go into effect, or a date in connection with obtaining the consent of stockholders for any purposes, as a record date for the determination of the stockholders entitled to notice of, and to vote at, any such meeting, and any adjournment thereof, or entitled to receive payment of any such dividend, or to any such allotment of rights, or to exercise the rights in respect of any such change, conversion or exchange of capital stock, or to give such consent, and, in such case, such stockholders and only such stockholders as shall be stockholders of record on the date so fixed shall be entitled to such notice of, and to vote at, such meeting, and any adjournment thereof, or to receive payment of such dividend, or to receive such allotment of rights, or to exercise such -2-

rights, or to give such consent, as the case may be, notwithstanding any transfer of any stock on the books of the Corporation, after such record date fixed as aforesaid. Section 9. Action Without Meeting. Any action required or permitted to be taken at any annual or special meeting of the stockholders may be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing, setting forth the action so taken, shall be signed by the holders of outstanding stock having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted and shall be delivered to the Corporation by delivery to its registered office in the State ofDelaware, its principal place of business, or an officer or agent ofthe Corporation having custody ofthe book in which proceedings of meetings of stockholders are recorded. Delivery made to the Corporation's registered office shall be by hand or by certified or registered mail, return receipt requested. An electronic transmission by a shareholder consenting to an action to be taken is considered to be written, signed, and dated for the purposes of this section if the transmission sets forth or is delivered with information from which the Corporation can determine that the transmission was transmitted by the shareholder and the date on which the shareholder transmitted the transmission. The date of transmission is the date on which the consent was signed. Consent given by electronic transmission may not be considered delivered until the consent is reproduced in paper form and the paper form is delivered to the Corporation at its registered office in this state or its principal place of business, or to an officer or agent of the Corporation having custody of the book in which proceedings of shareholder meetings are recorded. Notwithstanding the foregoing limitations on delivery, consent given by electronic transmission may be delivered to the principal place ofbusiness of the Corporation or to an officer or agent of the Corporation having custody of the book in which proceedings of shareholder meetings are recorded to the extent and in the manner provided by resolution ofthe Board ofDirectors of the Corporation. Any photographic, photostatic, facsimile, or similarly reliable reproduction of a consent in writing signed by a shareholder may be substituted or used instead of the original writing for any purpose for which the original writing could be used, if the reproduction is a complete reproduction of the entire original writing. Prompt notice of the taking of the corporate action without a meeting by less than unanimous written consent shall be given to those stockholders who have not consented in writing. Section 10. Conduct of Meetings. The Chairman of the Board ofDirectors, or ifthere be none or if the Chairman is absent, the President shall preside at all regular or special meetings of stockholders. To the maximum extent permitted by law, such presiding person shall have the power to set procedural rules, including but not limited to rules respecting the time allotted to stockholders to speak, governing all aspects ofthe conduct of such meetings. ARTICLE III. DIRECTORS. Section 1. Number and Qualifications. The Board of Directors shall consist initially of such number of directors as is set forth in the Statement of the Sole Incorporator, and thereafter shall consist of such number as may be fixed from time to time by resolution of the Board of Directors. The directors need not be stockholders. -3-

Section 2. Election of Directors. The directors shall be elected by the stockholders at the annual meeting of stockholders. Section 3. Duration of Office. The directors chosen at any annual meeting shall, except as hereinafter provided, hold office until the next annual election and until their successors are elected and qualify. Section 4. Removal and Resignation of Directors. Except as set forth in the Certificate of Incorporation, any director may be removed from the Board ofDirectors, with or without cause, by the holders of a majority of the shares of capital stock entitled to vote, either by written consent or consents or at any special meeting of the stockholders called for that purpose, and the office of such director shall forthwith become vacant. Any director may resign at any time. Such resignation shall be made in writing or by electronic transmission and shall take effect at the time specified therein, and if no time be specified, at the time of its receipt by the President, any Vice President or Secretary. The acceptance of a resignation shall not be necessary to make it effective, unless so specified therein. Section 5. Filling of Vacancies. Except as otherwise set forth in the Certificate of Incorporation, any vacancy among the directors, occurring from any cause whatsoever, may be filled by a majority of the remaining directors, though less than a quorum; provided, however, that the stockholders removing any director may at the same meeting fill the vacancy caused by such removal; and provided, further, that if the directors fail to fill any such vacancy, the st10ckholders may at any special meeting called for that purpose fill such vacancy. In case of any increase in the number of directors, the additional directors may be elected by the directors in office before such increase. Any person elected to fill a vacancy shall hold office, subject to the right of removal as hereinbefore provided, until the next annual election and until his successor is elected and qualifies. Section 6. Regular Meetings. The Board of Directors shall hold an annual meeting for the purpose of organization and the transaction of any business immediately after the annual meeting of the stockholders, provided a quorum of directors is present. Other regular meetings may be held at such times as may be determined from time to time by resolution of the Board of Directors. Section 7. Special Meetings. Special meetings ofthe Board of Directors may be called by the Chairman of the Board of Directors, if any, or by any two (2) directors. Section 8. Notice and Place ofMeetings. Meetings ofthe Board of Directors may be held at the principal office of the Corporation, or at such other place as shall be stated in the notice of such meeting. Notice of any special meeting and, except as the Board of Directors may otherwise determine by resolution, notice of any regular meeting also, shall be mailed to each director addressed to him at his residence or usual place of business at least two (2) days before the day on which the meeting is to be held, or if sent to him at such place by facsimile, telegraph, cable or other means of electronic transmission, or delivered personally or by telephone, not later than the day before the day on which the meeting is to be held. No notice of the annual meeting -4-

of the Board of Directors shall be required if it is held immediately after the annual meeting of the stockholders and if a quorum is present. Section 9. Business Transacted at Meetings, etc. Any business may be transacted and any corporate action may be taken at any regular or special meeting of the Board of Directors at which a quorum shall be present, whether such business or proposed action be stated in the notice of such meeting or not, unless special notice of such business or proposed action shall be required by statute. Section 10. Ouorum. A majority ofthe Board ofDirectors at any time in office shall constitute a quorum. At any meeting at which a quorum is present, the vote of a majority of the members present shall be the act of the Board of Directors unless the act of a greater number is specifically required by law, the Certificate oflncorporation or these Bylaws. The members of the Board ofDirectors shall act only as the Board ofDirectors and the individual members thereof shall not have any powers as such. Section 11. Compensation. Members ofthe Board ofDirectors shall not receive any stated salary for their services as directors, but by resolution of the Board ofDirectors a fixed fee and expenses of attendance may be allowed for attendance at each meeting. Nothing herein contained shall preclude any director from serving the Corporation in any other capacity, as an officer, agent or otherwise, and receiving compensation therefor. Section 12. Action Without a Meeting. Any action required or permitted to be taken at any meeting of the Board of Directors, or of any committee thereof, may be taken without a meeting if all members ofthe Board ofDirectors or committee, as the case may be, consent thereto in writing or by electronic transmission, and the writing or writings or electronic transmission or transmissions are filed with the minutes of the proceedings of the Board of Directors or committee. Such filing shall be in paper form ifthe minutes are maintained in paper form and shall be in electronic form ifthe minutes are maintained in electronic form. Section 13. Meetings Through Use of Communications Equipment. Members ofthe Board of Directors, or any committee designated by the Board of Directors, shall, except as otherwise provided by law, the Certificate of Incorporation or these Bylaws, have the power to participate in a meeting of the Board of Directors, or any committee, by means of a conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other, and such participation shall constitute presence in person at the meeting. ARTICLE IV. COMMITIEES. Section 1. Executive Committee. The Board of Directors may, by resolution passed by a majority of the whole Board, designate two (2) or more of their number to constitute an Executive Committee to hold office at the pleasure of the Board of Directors, which Committee shall, during the intervals between meetings of the Board ofDirectors, have and exercise all of the powers of the Board of Directors in the management of the business and affairs of the Corporation, subject only to such restrictions or limitations as the Board of Directors may from -5-

time to time specify, or as limited by the Delaware General Corporation Law, and shall have power to authorize the seal of the Corporation to be affixed to all papers which may require it. Any member of the Executive Committee may be removed at any time, with or without cause, by a resolution of a majority of the whole Board of Directors. Any person ceasing to be a member of the Board of Directors shall ipso facto cease to be a member of the Executive Committee. Any vacancy in the Executive Committee occurring from any cause whatsoever may be filled from among the directors by a resolution of a majority ofthe whole Board ofDirectors. Section 2. Other Committees. Other committees, whose members need not be members ofthe Board of Directors, may be appointed by the Board ofDirectors or the Executive Committee, which committees shall hold office for such time and have such powers and perform such duties as may from time to time be assigned to them by the Board of Directors or the Executive Committee. Any member of such a committee may be removed at any time, with or without cause, by the Board of Directors or the Executive Committee. Any vacancy in a committee occurring from any cause whatsoever may be filled by the Board of Directors or the Executive Committee. Section 3. Resignation. Any member of a committee may resign at any time. Such resignation shall be made in writing or by electronic transmission and shall take effect at the time sp.ecified therein, or, if no time be specified, at the time of its receipt by the President, any Vice President or Secretary. The acceptance of a resignation shall not be necessary to make it effective unless so specified therein. Section 4. Quorum. A majority ofthe members of a committee shall constitute a quorum. The act of a majority of the members of a committee present at any meeting at which a quorum is present shall be the act of such committee. The members of a committee shall act only as a committee, and the individual members thereof shall not have any powers as such. Section 5. Record ofProceedings, etc. Each committee shall keep a record of its acts and proceedings, and shall report the same to the Board of Directors when and as required by the Board ofDirectors. Section 6. Organization. Meetings. Notices, etc. A committee may hold its meetings at the principal office of the Corporation, or at any other place which a majority of the committee may at any time agree upon. Each committee may make such rules as it may deem expedient for the regulation and carrying on of its meetings and proceedings. Unless otherwise ordered by the Executive Committee, any notice of a meeting of such committee may be given by the Secretary of the Corporation or by the chairman of the committee and shall be sufficiently given if mailed to each member at his residence or usual place of business at least two (2) days before the day on which the meeting is to be held, or if sent to him at such place by facsimile, telegraph, cable or other means of electronic transmission, or delivered personally or by telephone, not later than twenty-four (24) hours before the time at which the meeting is to be held. -6-

Section 7. Compensation. The members of any committee shall be entitled to such compensation as may be allowed them by resolution of the Board of Directors. ARTICLE V. OFFICERS. Section 1. Number. The officers of the Corporation shall be a President, one or more Vice-Presidents, a Secretary and such other officers as may be appointed in accordance with the provisions of this Article V. The Board ofDirectors in its discretion may also elect a Chairman of the Board of Directors. Section 2. Election. Term of Office and Qualifications. The officers, except as provided in Section 3 of this Article V, shall be chosen annually by the Board of Directors. Each such officer shall, except as herein otherwise provided, hold office until his successor shall have been chosen and shall qualify. The Chairman of the Board ofDirectors, if any, shall be a director of the Corporation, and should he cease to be a director, he shall ipso facto cease to be such officer. Except as otherwise provided by law, any number of offices may be held by the same person. Section 3. Other Officers. Other officers, including one or more Vice Presidents, Assistant Secretaries, Treasurers or Assistant Treasurers, may from time to time be appointed by the Board of Directors, which other officers shall have such powers and perform such duties as may be assigned to them by the Board of Directors or the officer or committee appointing them. Section 4. Removal of Officers. Any officer ofthe Corporation may be removed from office, with or without cause, by a vote of a majority of the Board of Directors. Section 5. Resignation. Any officer of the Corporation may resign at any time. Such resignation shall be made in writing or by electronic transmission and shall take effect at the time specified therein, and if no time be specified, at the time of its receipt by the President or any Vice President or Secretary. The acceptance of a resignation shall not be necessary in order to make it effective, unless so specified therein. Section 6. Filling ofVacancies. A vacancy in any office shall be filled by the Board of Directors or by the authority appointing the predecessor in such office. Section 7. Compensation. The compensation of the officers shall be fixed by the Board of Directors, or by any committee upon which power in that regard may be conferred by the Board ofDirectors. Section 8. Chairman of the Board ofDirectors. The Chairman of the Board of Directors, if any, shall be a director and shall preside at all meetings of the stockholders and the Board of Directors, and shall have such power and perform such duties as may from time to time be assigned to him by the Board of Directors. Section 9. President. In the absence of the Chairman of the Board of Directors, or if there be none, the President shall preside at all meetings of the stockholders. The President shall have the power to call special meetings of the stockholders at any time. He shall be the Chief -7-

Executive Officer of the Corporation, and shall have the general direction of the business, affairs and property of the Corporation, and ofits several officers, and shall have and exercise all such powers and discharge such duties as usually pertain to the office ofPresident. Section 10. Vice Presidents. The Vice President, or Vice Presidents ifthere is more than one, shall, subject to the direction of the Board of Directors, at the request of the President, or in his absence or in case of his inability to perform his duties from any cause, perform the duties of the President, and, when so acting, shall have all the powers of, and be subject to all restrictions upon, the President. The Vice Presidents shall also perform such other duties as may be assigned to them by the Board of Directors, and the Board of Directors may determine the order of priority among them. Section 11. Secretary. The Secretary shall perform such duties as are incident to the office of Secretary, or as may from time to time be assigned to him by the Board of Directors, or as are prescribed by these Bylaws. Section 12. Treasurer. The Treasurer shall perform such duties and have powers as are usually incident to the office of Treasurer, or which may be assigned to him by the Board of Directors, or as are prescribed by these Bylaws. ARTICLE VI. CAPITAL STOCK. Section 1. Issue of Certificates of Stock. Certificates of capital stock shall be in such form as shall be approved by the Board of Directors. They shall be numbered in the order of their issue and shall be signed by the Chairman ofthe Board of Directors, the President or one of the Vice Presidents, and the Secretary or an Assistant Secretary or the Treasurer or an Assistant Treasurer, and the seal of the Corporation or a facsimile thereof shall be impressed or affixed or reproduced thereon; provided, however, that where such certificates are signed by a transfer agent or an assistant transfer agent or by a transfer clerk acting on behalf of the Corporation and a registrar, the signature of any such Chairman ofthe Board ofDirectors, President, Vice President, Secretary, Assistant Secretary, Treasurer or Assistant Treasurer may be a facsimile. In case any officer or officers who shall have signed, or whose facsimile signature or signatures shall have been used on, any such certificate or certificates shall cease to be such officer or officers of the Corporation, whether because of death, resignation or otherwise, before such certificate or certificates shall have been delivered by the Corporation, such certificate or certificates may nevertheless be adopted by the Corporation and be issued and delivered as though the person or persons who signed such certificate or certificates, or whose facsimile signature or signatures shall have been used thereon, have not ceased to be such officer or officers of the Corporation. Section 2. Registration and Transfer of Shares. The name of each person owning a share of the capital stock of the Corporation shall be entered on the books of the Corporation together with the number of shares held by him, the numbers of the certificates covering such shares and the dates of issue of such certificates. The shares of stock ofthe Corporation shall be transferable on the books ofthe Corporation by the holders thereof in person, or by their duly authorized attorneys or legal representatives, on surrender and cancellation of certificates for a -8-

like number of shares, accompanied by an assignment or power of transfer endorsed thereon or attached thereto, duly executed, and with such proof of the authenticity of the signature as the Corporation or its agents may reasonably require. A record shall be made of each transfer. The Board of Directors may make other and further rules and regulations concerning the transfer and registration of certificates for stock and may appoint a transfer agent or registrar or both and may require all certificates of stock to bear the signature of either or both. Section 3. Lost, Destroyed and Mutilated Certificates. The holder of any stock ofthe Corporation shall immediately notify the Corporation of any loss, theft, destruction or mutilation of the certificates therefor. The Corporation may issue a new certificate of stock in the place of any certificate theretofore issued by it alleged to have been lost, stolen or destroyed, and the Board of Directors may, in its discretion, require the owner of the lost, stolen or destroyed certificate, or his legal representatives, to give the Corporation a bond, in such sum not exceeding double the value of the stock and with such surety or sureties as they may require, to indemnify it against any claim that may be made against it by reason of the issue of such new certificate and against all other liability in the premises, or may remit such owner to such remedy or remedies as he may have under the laws of the State of Delaware. ARTICLE VII. DIVIDENDS, SURPLUS, ETC. Section 1. General Discretion ofDirectors. The Board ofDirectors shall have power to fix and vary the amount to be set aside or reserved as working capital of the Corporation, or as reserves, or for other proper purposes of the Corporation, and, subject to the requirements of the Certificate of Incorporation, to determine whether any part of the surplus or net profits of the Corporation, if any, shall be declared as dividends and paid to the stockholders, and to fix the date or dates for the payment of dividends. ARTICLE VIII. MISCELLANEOUS PROVISIONS. Section 1. Fiscal Year. The fiscal year ofthe Corporation shall begin on January 1st of each year and end on December 31st of that year, or such other period as the Board of Directors may fix by resolution. Section 2. Corporate Seal. The corporate seal shall be in such form as approved by the Board ofDirectors and may be altered by the Board of Directors at its pleasure. The corporate seal may be used by causing it or a facsimile thereof to be impressed or affixed or reproduced or otherwise utilized. Section 3. Notices. Except as otherwise expressly provided, any notice required by these Bylaws to be given shall be sufficient if given by depositing the same in a post office or letter box in a sealed postpaid wrapper addressed to the person entitled thereto at his address, as the same appears upon the books of the Corporation, or by sending such notice via facsimile, telegraphing, cabling or other means of electronic transmission in accordance with Section 232 of the DGCL, the same to such person at such addresses; and such notice shall be deemed to be given at the time it is mailed, sent via facsimile, telegraphed, cabled or electronically transmitted. -9-

Section 4. Waiver ofNotice. Any stockholder or director may at any time, by writing or by facsimile, telegraph, cable or other means of electronic transmission, waive any notice required to be given under these Bylaws, and if any stockholder or director shall be present at any meeting his presence shall constitute a waiver of such notice. Any waiver signed, or given by facsimile, telegraph, cable or other means of electronic transmission, by stockholders or directors constituting a quorum for the business to be transacted shall be binding on all stockholders or directors, as applicable. Section 5. Use of Electronic Transmission. The Corporation is authorized to use "electronic transmissions" as defined in the DGCL to the fullest extent allowed by the DGCL, including, but not limited to, for purposes of notices, proxies, waivers and resignations. Section 6. Checks, Drafts. etc. All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Corporation, shall be signed by such officer or officers, agent or agents of the Corporation, and in such manner, as shall from time to time be designated by resolution of the Board ofDirectors. Section 7. Deposits. All funds of the Corporation shall be deposited from time to time to the credit of the Corporation in such bank or banks, trust companies or other depositories as the Board of Directors may select, and, for the purpose of such deposit, checks, drafts, warrants and other orders for the payment of money that are payable to the order of the Corporation, may be endorsed for deposit, assigned and delivered by any officer of the Corporation, or by such agents of the Corporation as the Board of Directors, the President or any Vice President may authorize for that purpose. Section 8. Voting Stock of Other Corporations. Except as otherwise ordered by the Board of Directors or the Executive Committee, the President or any Vice President or the Treasurer shall have full power and authority on behalf of the Corporation to attend and to act and to vote at any meeting of the stockholders of any corporation of which the Corporation is a stockholder and to execute a proxy to any other person to represent the Corporation at any such meeting, and at any such meeting the President or any Vice President or the Treasurer or the holder of any such proxy, as the case may be, shall possess and may exercise any and all rights and powers incident to ownership of such stock and which, as owner thereof, the Corporation might have possessed and exercised if present. The Board of Directors or the Executive Committee may from time to time confer like powers upon any other person or persons. Section 9. Indemnification of Officers and Directors. Without limiting the rights of any and all directors or officers of the Corporation (including former directors or officers, and any employee, who shall serve as an officer or director of any corporation at the request ofthis Corporation) pursuant to any contractual arrangement with the Corporation or otherwise, the Corporation shall indemnify any and all of its directors or officers, including former directors or officers, and any employee, who shall serve as an officer or director of any corporation at the request ofthis Corporation, in accordance with the provisions ofthe Certificate of Incorporation. -10-

ARTICLE IX. AMENDMENTS. The Board of Directors shall have the power to make, rescind, alter, amend and repeal these Bylaws; provided, however, that the stockholders shall have power to rescind, alter, amend or repeal any bylaws made by the Board ofDirectors, and to enact bylaws which if so expressed shall not be rescinded, altered, amended or repealed by the Board of Directors. No change of the time or place for the annual meeting of the stockholders for the election of directors shall be made except in accordance with the laws of the State ofDelaware. * * * * * -11-

Exhibit 3.6 BYLAWS OF EXTANT COMPONENTS GROUP INTERMEDIATE, INC. ARTICLE I. OFFICES. The registered office of Extant Components Group Intermediate, Inc., a Delaware corporation (the "Corporation"), shall be located in the State of Delaware and shall be at such address as shall be set forth in the Certificate of Incorporation (as the same may be amended from time to time, the "Certificate of Incorporation"). The registered agent of the Corporation at such address shall be as set forth in the Certificate of Incorporation. The Corporation may also have such other offices at such other places, within or without the State of Delaware, as the Board of Directors of the Corporation (the "Board of Directors") may from time to time designate or the business of the Corporation may require. ARTICLE II. STOCKHOLDERS. Section 1. Annual Meeting. The annual meeting of stockholders for the election of directors and the transaction of any other business shall be held on such date and at such time and in such place, either within or without the State of Delaware, as shall from time to time be designated by the Board of Directors. At the annual meeting any business may be transacted and any corporate action may be taken, whether stated in the notice of meeting or not, except as otherwise expressly provided by statute or the Certificate of Incorporation. Section 2. Special Meetings. Special meetings of the stockholders for any purpose may be called at any time by the Board of Directors or the President, and shall be called by the President at the request ofthe holders of at least twenty percent (20%) ofthe outstanding shares of capital stock entitled to vote. Special meetings shall be held at such place or places within or without the State of Delaware as shall from time to time be designated by the Board of Directors. At a special meeting no business shall be transacted and no corporate action shall be taken other than that stated in the notice of the meeting. Section 3. Notice of Meetings. Written notice of the time and place of any stockholders' meeting, whether annual or special, shall be given to each stockholder entitled to vote thereat, by personal delivery, by electronic transmission in accordance with Section 232 of the Delaware General Corporation Law (the "DGCL") or by mailing the same to him at his address as the same appears upon the records of the Corporation at least ten (1 0) days but not more than sixty (60) days before the day of the meeting. Notice of any adjourned meeting need not be given except by announcement at the meeting so adjourned, unless otherwise ordered in connection with such adjournment. Such further notice, if any, shall be given as may be required by law. Section 4. Quorum. Any number of stockholders, together holding at least a majority of the capital stock of the Corporation issued and outstanding and entitled to vote, who shall be

present in person or represented by proxy at any meeting duly called, shall constitute a quorum for the transaction of all business, except as otherwise provided by law, the Certificate of Incorporation or these Bylaws. Section 5. Adjournment of Meetings. lfless than a quorum shall attend at the time for which a meeting shall have been called, the meeting may adjourn from time to time, by a majority vote of the stockholders present or represented by proxy and entitled to vote, without notice other than by announcement at the meeting until a quorum shall attend. Any meeting at which a quorum is present may also be adjourned in like manner and for such time or upon such call as may be determined by a majority vote of the stockholders present or represented by proxy and entitled to vote. At any adjourned meeting at which a quorum shall be present, any business may be transacted and any corporate action may be taken which might have been transacted at the meeting as originally called. Section 6. Voting List. The Secretary shall prepare and make, at least ten (1 0) days before each election of directors, a complete list of the stockholders entitled to vote, arranged in alphabetical order and showing the address of each stockholder and the number of shares of each stockholder. Such list shall be open at the place where the election is to be held for said ten (10) days, for the examination by any stockholder, and shall be produced and kept at the time and place of election during the whole time thereof, and subject to the inspection of any stockholder who may be present. Section 7. Voting. Each stockholder entitled to vote at any meeting may vote either in person or by proxy, but no proxy shall be voted on or after three (3) years from its date, unless said proxy provides for a longer period. Except as otherwise provided by the Certificate of Incorporation, each stockholder entitled to vote shall at every meeting of the stockholders be entitled to one (1) vote for each share of stock and a fraction of a vote in proportion to any fractional shares registered in his name on the record of stockholders. Except as may provided by law, the Certificate of Incorporation, these Bylaws or any stock exchange or regulatory body applicable to the Corporation, each matter brought before any meeting of stockholders shall be decided by the affirmative vote of the holders of a majority of the votes of the shares of capital stock present in person or represented by proxy at the meeting and entitled to vote on the matter. Voting at meetings of stockholders need not be by written ballot. Section 8. Record Date of Stockholders. The Board ofDirectors is authorized to fix in advance a date not exceeding sixty (60) days nor less than ten (10) days preceding the date of any meeting of stockholders, or the date for the payment of any dividend, or the date for the allotment of rights, or the date when any change or conversion or exchange of capital stock shall go into effect, or a date in connection with obtaining the consent of stockholders for any purposes, as a record date for the determination of the stockholders entitled to notice of, and to vote at, any such meeting, and any adjournment thereof, or entitled to receive payment of any such dividend, or to any such allotment of rights, or to exercise the rights in respect of any such change, conversion or exchange of capital stock, or to give such consent, and, in such case, such stockholders and only such stockholders as shall be stockholders of record on the date so fixed shall be entitled to such notice of, and to vote at, such meeting, and any adjournment thereof, or to receive payment of such dividend, or to receive such allotment of rights, or to exercise such -2-

rights, or to give such consent, as the case may be, notwithstanding any transfer of any stock on the books of the Corporation, after such record date fixed as aforesaid. Section 9. Action Without Meeting. Any action required or permitted to be taken at any annual or special meeting of the stockholders may be taken without a meeting, without prior notice and without a vote, if a consent or consents in writing, setting forth the action so taken, shall be signed by the holders of outstanding stock having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted and shall be delivered to the Corporation by delivery to its registered office in the State of Delaware, its principal place of business, or an officer or agent of the Corporation having custody of the book in which proceedings of meetings of stockholders are recorded. Delivery made to the Corporation's registered office shall be by hand or by certified or registered mail, return receipt requested. An electronic transmission by a shareholder consenting to an action to be taken is considered to be written, signed, and dated for the purposes of this section if the transmission sets forth or is delivered with information from which the Corporation can determine that the transmission was transmitted by the shareholder and the date on which the shareholder transmitted the transmission. The date of transmission is the date on which the consent was signed. Consent given by electronic transmission may not be considered delivered until the consent is reproduced in paper form and the paper form is delivered to the Corporation at its registered office in this state or its principal place of business, or to an officer or agent of the Corporation having custody of the book in which proceedings of shareholder meetings are recorded. Notwithstanding the foregoing limitations on delivery, consent given by electronic transmission may be delivered to the principal place of business of the Corporation or to an officer or agent of the Corporation having custody of the book in which proceedings of shareholder meetings are recorded to the extent and in the manner provided by resolution of the Board of Directors of the Corporation. Any photographic, photostatic, facsimile, or similarly reliable reproduction of a consent in writing signed by a shareholder may be substituted or used instead of the original writing for any purpose for which the original writing could be used, if the reproduction is a complete reproduction of the entire original writing. Prompt notice of the taking ofthe corporate action without a meeting by less than unanimous written consent shall be given to those stockholders who have not consented in writing. Section 10. Conduct of Meetings. The Chairman of the Board of Directors, or if there be none or if the Chairman is absent, the President shall preside at all regular or special meetings of stockholders. To the maximum extent permitted by law, such presiding person shall have the power to set procedural rules, including but not limited to rules respecting the time allotted to stockholders to speak, governing all aspects of the conduct of such meetings. ARTICLE III. DIRECTORS. Section 1. Number and Qualifications. The Board of Directors shall consist initially of such number of directors as is set forth in the Statement of the Sole Incorporator, and thereafter shall consist of such number as may be fixed from time to time by resolution of the Board of Directors. The directors need not be stockholders. -3-

Section 2. Election of Directors. The directors shall be elected by the stockholders at the annual meeting of stockholders. Section 3. Duration of Office. The directors chosen at any annual meeting shall, except as hereinafter provided, hold office until the next annual election and until their successors are elected and qualify. Section 4. Removal and Resignation of Directors. Except as set forth in the Certificate of Incorporation, any director may be removed from the Board of Directors, with or without cause, by the holders of a majority of the shares of capital stock entitled to vote, either by written consent or consents or at any special meeting of the stockholders called for that purpose, and the office of such director shall forthwith become vacant. Any director may resign at any time. Such resignation shall be made in writing or by electronic transmission and shall take effect at the time specified therein, and if no time be specified, at the time of its receipt by the President, any Vice President or Secretary. The acceptance of a resignation shall not be necessary to make it effective, unless so specified therein. Section 5. Filling of Vacancies. Except as otherwise set forth in the Certificate of Incorporation, any vacancy among the directors, occurring from any cause whatsoever, may be filled by a majority of the remaining directors, though less than a quorum; provided, however, that the stockholders removing any director may at the same meeting fill the vacancy caused by such removal; and provided, further, that if the directors fail to fill any such vacancy, the stockholders may at any special meeting called for that purpose fill such vacancy. In case of any increase in the number of directors, the additional directors may be elected by the directors in office before such increase. Any person elected to fill a vacancy shall hold office, subject to the right of removal as hereinbefore provided, until the next annual election and until his successor is elected and qualifies. Section 6. Regular Meetings. The Board of Directors shall hold an annual meeting for the purpose of organization and the transaction of any business immediately after the annual meeting of the stockholders, provided a quorum of directors is present. Other regular meetings may be held at such times as may be determined from time to time by resolution of the Board of Directors. Section 7. Special Meetings. Special meetings ofthe Board of Directors may be called by the Chairman ofthe Board ofDirectors, if any, or by any two (2) directors. Section 8. Notice and Place of Meetings. Meetings of the Board ofDirectors may be held at the principal office of the Corporation, or at such other place as shall be stated in the notice of such meeting. Notice of any special meeting and, except as the Board of Directors may otherwise determine by resolution, notice of any regular meeting also, shall be mailed to each director addressed to him at his residence or usual place of business at least two (2) days before the day on which the meeting is to be held, or if sent to him at such place by facsimile, telegraph, cable or other means of electronic transmission, or delivered personally or by telephone, not later than the day before the day on which the meeting is to be held. No notice of the annual meeting -4-

of the Board of Directors shall be required if it is held immediately after the annual meeting of the stockholders and if a quorum is present. Section 9. Business Transacted at Meetings, etc. Any business may be transacted and any corporate action may be taken at any regular or special meeting of the Board of Directors at which a quorum shall be present, whether such business or proposed action be stated in the notice of such meeting or not, unless special notice of such business or proposed action shall be required by statute. Section 10. Ouorum. A majority ofthe Board of Directors at any time in office shall constitute a quorum. At any meeting at which a quorum is present, the vote of a majority of the members present shall be the act of the Board of Directors unless the act of a greater number is specifically required by law, the Certificate oflncorporation or these Bylaws. The members of the Board of Directors shall act only as the Board ofDirectors and the individual members thereof shall not have any powers as such. Section 11. Compensation. Members of the Board of Directors shall not receive any stated salary for their services as directors, but by resolution of the Board of Directors a fixed fee and expenses of attendance may be allowed for attendance at each meeting. Nothing herein contained shall preclude any director from serving the Corporation in any other capacity, as an officer, agent or otherwise, and receiving compensation therefor. Section 12. Action Without a Meeting. Any action required or permitted to be taken at any meeting ofthe Board ofDirectors, or of any committee thereof, may be taken without a meeting if all members ofthe Board ofDirectors or committee, as the case may be, consent thereto in writing or by electronic transmission, and the writing or writings or electronic transmission or transmissions are filed with the minutes of the proceedings of the Board of Directors or committee. Such filing shall be in paper form if the minutes are maintained in paper form and shall be in electronic form if the minutes are maintained in electronic form. Section 13. Meetings Through Use of Communications Equipment. Members ofthe Board of Directors, or any committee designated by the Board of Directors, shall, except as otherwise provided by law, the Certificate of Incorporation or these Bylaws, have the power to participate in a meeting of the Board of Directors, or any committee, by means of a conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other, and such participation shall constitute presence in person at the meeting. ARTICLE IV. COMMITIEES. Section 1. Executive Committee. The Board ofDirectors may, by resolution passed by a majority of the whole Board, designate two (2) or more of their number to constitute an Executive Committee to hold office at the pleasure of the Board of Directors, which Committee shall, during the intervals between meetings ofthe Board of Directors, have and exercise all of the powers of the Board of Directors in the management of the business and affairs of the Corporation, subject only to such restrictions or limitations as the Board of Directors may from -5-

time to time specify, or as limited by the Delaware General Corporation Law, and shall have power to authorize the seal of the Corporation to be affixed to all papers which may require it. Any member of the Executive Committee may be removed at any time, with or without cause, by a resolution of a majority ofthe whole Board ofDirectors. Any person ceasing to be a member of the Board of Directors shall ipso facto cease to be a member of the Executive Committee. Any vacancy in the Executive Committee occurring from any cause whatsoever may be filled from among the directors by a resolution of a majority ofthe whole Board ofDirectors. Section 2. Other Committees. Other committees, whose members need not be members ofthe Board of Directors, may be appointed by the Board ofDirectors or the Executive Committee, which committees shall hold office for such time and have such powers and perform such duties as may from time to time be assigned to them by the Board of Directors or the Executive Committee. Any member of such a committee may be removed at any time, with or without cause, by the Board of Directors or the Executive Committee. Any vacancy in a committee occurring from any cause whatsoever may be filled by the Board of Directors or the Executive Committee. Section 3. Resignation. Any member of a committee may resign at any time. Such resignation shall be made in writing or by electronic transmission and shall take effect at the time specified therein, or, if no time be specified, at the time of its receipt by the President, any Vice President or Secretary. The acceptance of a resignation shall not be necessary to make it effective unless so specified therein. Section 4. Quorum. A majority of the members of a committee shall constitute a quorum. The act of a majority of the members of a committee present at any meeting at which a quorum is present shall be the act of such committee. The members of a committee shall act only as a committee, and the individual members thereof shall not have any powers as such. Section 5. Record of Proceedings, etc. Each committee shall keep a record of its acts and proceedings, and shall report the same to the Board of Directors when and as required by the Board of Directors. Section 6. Organization. Meetings, Notices. etc. A committee may hold its meetings at the principal office of the Corporation, or at any other place which a majority of the committee may at any time agree upon. Each committee may make such rules as it may deem expedient for the regulation and carrying on of its meetings and proceedings. Unless otherwise ordered by the Executive Committee, any notice of a meeting of such committee may be given by the Secretary ofthe Corporation or by the chairman ofthe committee and shall be sufficiently given if mailed to each member at his residence or usual place of business at least two (2) days before the day on which the meeting is to be held, or if sent to him at such place by facsimile, telegraph, cable or other means of electronic transmission, or delivered personally or by telephone, not later than twenty-four (24) hours before the time at which the meeting is to be held. -6-

Section 7. Compensation. The members of any committee shall be entitled to such compensation as may be allowed them by resolution of the Board ofDirectors. ARTICLE V. OFFICERS. Section 1. Number. The officers of the Corporation shall be a President, one or more Vice-Presidents, a Secretary and such other officers as may be appointed in accordance with the provisions of this Article V. The Board of Directors in its discretion may also elect a Chairman of the Board of Directors. Section 2. Election. Term of Office and Qualifications. The officers, except as provided in Section 3 of this Article V, shall be chosen annually by the Board of Directors. Each such officer shall, except as herein otherwise provided, hold office until his successor shall have been chosen and shall qualify. The Chairman ofthe Board ofDirectors, if any, shall be a director of the Corporation, and should he cease to be a director, he shall ipso facto cease to be such officer. Except as otherwise provided by law, any number of offices may be held by the same person. Section 3. Other Officers. Other officers, including one or more Vice Presidents, Assistant Secretaries, Treasurers or Assistant Treasurers, may from time to time be appointed by the Board of Directors, which other officers shall have such powers and perform such duties as may be assigned to them by the Board of Directors or the officer or committee appointing them. Section 4. Removal of Officers. Any officer ofthe Corporation may be removed from office, with or without cause, by a vote of a majority ofthe Board ofDirectors. Section 5. Resignation. Any officer of the Corporation may resign at any time. Such resignation shall be made in writing or by electronic transmission and shall take effect at the time specified therein, and if no time be specified, at the time of its receipt by the President or any Vice President or Secretary. The acceptance of a resignation shall not be necessary in order to make it effective, unless so specified therein. Section 6. Filling ofVacancies. A vacancy in any office shall be filled by the Board of Directors or by the authority appointing the predecessor in such office. Section 7. Compensation. The compensation of the officers shall be fixed by the Board of Directors, or by any committee upon which power in that regard may be conferred by the Board ofDirectors. Section 8. Chairman of the Board of Directors. The Chairman of the Board of Directors, if any, shall be a director and shall preside at all meetings of the stockholders and the Board ofDirectors, and shall have such power and perform such duties as may from time to time be assigned to him by the Board of Directors. Section 9. President. In the absence of the Chairman of the Board of Directors, or if there be none, the President shall preside at all meetings ofthe stockholders. The President shall have the power to call special meetings of the stockholders at any time. He shall be the Chief -7-

Executive Officer of the Corporation, and shall have the general direction of the business, affairs and property ofthe Corporation, and of its several officers, and shall have and exercise all such powers and discharge such duties as usually pertain to the office of President. Section 10. Vice Presidents. The Vice President, or Vice Presidents ifthere is more than one, shall, subject to the direction of the Board ofDirectors, at the request of the President, or in his absence or in case of his inability to perform his duties from any cause, perform the duties of the President, and, when so acting, shall have all the powers of, and be subject to all restrictions upon, the President. The Vice Presidents shall also perform such other duties as may be assigned to them by the Board of Directors, and the Board of Directors may determine the order of priority among them. Section 11. Secretarv. The Secretary shall perform such duties as are incident to the office of Secretary, or as may from time to time be assigned to him by the Board of Directors, or as are prescribed by these Bylaws. Section 12. Treasurer. The Treasurer shall perform such duties and have powers as are usually incident to the office of Treasurer, or which may be assigned to him by the Board of Directors, or as are prescribed by these Bylaws. ARTICLE VI. CAPITAL STOCK. Section 1. Issue of Certificates of Stock. Certificates of capital stock shall be in such form as shall be approved by the Board of Directors. They shall be numbered in the order of their issue and shall be signed by the Chairman of the Board of Directors, the President or one of the Vice Presidents, and the Secretary or an Assistant Secretary or the Treasurer or an Assistant Treasurer, and the seal of the Corporation or a facsimile thereof shall be impressed or affixed or reproduced thereon; provided, however, that where such certificates are signed by a transfer agent or an assistant transfer agent or by a transfer clerk acting on behalf of the Corporation and a registrar, the signature of any such Chairman ofthe Board ofDirectors, President, Vice President, Secretary, Assistant Secretary, Treasurer or Assistant Treasurer may be a facsimile. In case any officer or officers who shall have signed, or whose facsimile signature or signatures shall have been used on, any such certificate or certificates shall cease to be such officer or officers of the Corporation, whether because of death, resignation or otherwise, before such certificate or certificates shall have been delivered by the Corporation, such certificate or certificates may nevertheless be adopted by the Corporation and be issued and delivered as though the person or persons who signed such certificate or certificates, or whose facsimile signature or signatures shall have been used thereon, have not ceased to be such officer or officers ofthe Corporation. Section 2. Registration and Transfer of Shares. The name of each person owning a share of the capital stock of the Corporation shall be entered on the books of the Corporation together with the number of shares held by him, the numbers ofthe certificates covering such shares and the dates of issue of such certificates. The shares of stock of the Corporation shall be transferable on the books of the Corporation by the holders thereof in person, or by their duly authorized attorneys or legal representatives, on surrender and cancellation of certificates for a -8-

like number of shares, accompanied by an assignment or power oftransfer endorsed thereon or attached thereto, duly executed, and with such proof of the authenticity of the signature as the Corporation or its agents may reasonably require. A record shall be made of each transfer. The Board of Directors may make other and further rules and regulations concerning the transfer and registration of certificates for stock and may appoint a transfer agent or registrar or both and may require all certificates of stock to bear the signature of either or both. Section 3. Lost, Destroyed and Mutilated Certificates. The holder of any stock of the Corporation shall immediately notify the Corporation of any loss, theft, destruction or mutilation of the certificates therefor. The Corporation may issue a new certificate of stock in the place of any certificate theretofore issued by it alleged to have been lost, stolen or destroyed, and the Board of Directors may, in its discretion, require the owner of the lost, stolen or destroyed certificate, or his legal representatives, to give the Corporation a bond, in such sum not exceeding double the value of the stock and with such surety or sureties as they may require, to indemnify it against any claim that may be made against it by reason of the issue of such new certificate and against all other liability in the premises, or may remit such owner to such remedy or remedies as he may have under the laws of the State of Delaware. ARTICLE VII. DIVIDENDS, SURPLUS, ETC. Section 1. General Discretion ofDirectors. The Board ofDirectors shall have power to fix and vary the amount to be set aside or reserved as working capital of the Corporation, or as reserves, or for other proper purposes of the Corporation, and, subject to the requirements of the Certificate of Incorporation, to determine whether any part of the surplus or net profits of the Corporation, if any, shall be declared as dividends and paid to the stockholders, and to fix the date or dates for the payment of dividends. ARTICLE VIII. MISCELLANEOUS PROVISIONS. Section 1. Fiscal Year. The fiscal year ofthe Corporation shall begin on January 1st of each year and end on December 31st of that year, or such other period as the Board of Directors may fix by resolution. Section 2. Coroorate Seal. The corporate seal shall be in such form as approved by the Board ofDirectors and may be altered by the Board of Directors at its pleasure. The corporate seal may be used by causing it or a facsimile thereof to be impressed or affixed or reproduced or otherwise utilized. Section 3. Notices. Except as otherwise expressly provided, any notice required by these Bylaws to be given shall be sufficient if given by depositing the same in a post office or letter box in a sealed postpaid wrapper addressed to the person entitled thereto at his address, as the same appears upon the books of the Corporation, or by sending such notice via facsimile, telegraphing, cabling or other means of electronic transmission in accordance with Section 232 of the DGCL, the same to such person at such addresses; and such notice shall be deemed to be given at the time it is mailed, sent via facsimile, telegraphed, cabled or electronically transmitted. -9-

Section 4. Waiver ofNotice. Any stockholder or director may at any time, by writing or by facsimile, telegraph, cable or other means of electronic transmission, waive any notice required to be given under these Bylaws, and if any stockholder or director shall be present at any meeting his presence shall constitute a waiver of such notice. Any waiver signed, or given by facsimile, telegraph, cable or other means of electronic transmission, by stockholders or directors constituting a quorum for the business to be transacted shall be binding on all stockholders or directors, as applicable. Section 5. Use of Electronic Transmission. The Corporation is authorized to use "electronic transmissions" as defined in the DGCL to the fullest extent allowed by the DGCL, including, but not limited to, for purposes of notices, proxies, waivers and resignations. Section 6. Checks, Drafts, etc. All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name ofthe Corporation, shall be signed by such officer or officers, agent or agents of the Corporation, and in such manner, as shall from time to time be designated by resolution of the Board of Directors. Section 7. Deposits. All funds ofthe Corporation shall be deposited from time to time to the credit ofthe Corporation in such bank or banks, trust companies or other depositories as the Board of Directors may select, and, for the purpose of such deposit, checks, drafts, warrants and other orders for the payment of money that are payable to the order of the Corporation, may be endorsed for deposit, assigned and delivered by any officer of the Corporation, or by such agents of the Corporation as the Board of Directors, the President or any Vice President may authorize for that purpose. Section 8. Voting Stock of Other Corporations. Except as otherwise ordered by the Board of Directors or the Executive Committee, the President or any Vice President or the Treasurer shall have full power and authority on behalf of the Corporation to attend and to act and to vote at any meeting ofthe stockholders of any corporation ofwhich the Corporation is a stockholder and to execute a proxy to any other person to represent the Corporation at any such meeting, and at any such meeting the President or any Vice President or the Treasurer or the holder of any such proxy, as the case may be, shall possess and may exercise any and all rights and powers incident to ownership of such stock and which, as owner thereof, the Corporation might have possessed and exercised if present. The Board of Directors or the Executive Committee may from time to time confer like powers upon any other person or persons. Section 9. Indemnification of Officers and Directors. Without limiting the rights of any and all directors or officers of the Corporation (including former directors or officers, and any employee, who shall serve as an officer or director of any corporation at the request of this Corporation) pursuant to any contractual arrangement with the Corporation or otherwise, the Corporation shall indemnify any and all of its directors or officers, including former directors or officers, and any employee, who shall serve as an officer or director of any corporation at the request ofthis Corporation, in accordance with the provisions ofthe Certificate of Incorporation. -10-

ARTICLE IX. AMENDMENTS. The Board of Directors shall have the power to make, rescind, alter, amend and repeal these Bylaws; provided, however, that the stockholders shall have power to rescind, alter, amend or repeal any bylaws made by the Board of Directors, and to enact bylaws which if so expressed shall not be rescinded, altered, amended or repealed by the Board of Directors. No change of the time or place for the annual meeting of the stockholders for the election of directors shall be made except in accordance with the laws of the State of Delaware. * * * * * -11-



1301 East 9 th Street, Suite 3000, Cleveland, Ohio		44114
(Address of principal executive offices)		(Zip Code)



LARGE ACCELERATED FILER	ý	ACCELERATED FILER	¨
NON-ACCELERATED FILER	¨	SMALLER REPORTING COMPANY	¨
EMERGING GROWTH COMPANY	¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.			¨



			Page
Part I		FINANCIAL INFORMATION
	Item 1	Financial Statements
		Condensed Consolidated Balance Sheets – June 30, 2018 and September 30, 2017	1
		Condensed Consolidated Statements of Income – Thirteen and Thirty-Nine Week Periods Ended June 30, 2018 and July 1, 2017	2
		Condensed Consolidated Statements of Comprehensive Income – Thirteen and Thirty-Nine Week Periods Ended June 30, 2018 and July 1, 2017	3
		Condensed Consolidated Statement of Changes in Stockholders’ Deficit – Thirty-Nine Week Period Ended June 30, 2018	4
		Condensed Consolidated Statements of Cash Flows – Thirty-Nine Week Periods Ended June 30, 2018 and July 1, 2017	5
		Notes to Condensed Consolidated Financial Statements	6
	Item 2	Management’s Discussion and Analysis of Financial Condition and Results of Operations	28
	Item 3	Quantitative and Qualitative Disclosure About Market Risk	44
	Item 4	Controls and Procedures	44
Part II		OTHER INFORMATION	45
	Item 1	Legal Proceedings	45
	Item 1A	Risk Factors	45
	Item 2	Unregistered Sales of Equity Securities and Use of Proceeds	45
	Item 6	Exhibits	46
SIGNATURES			48



	June 30, 2018			September 30, 2017
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	1,853,373		$	650,561
Trade accounts receivable - Net	658,168			636,127
Inventories - Net	815,251			730,681
Assets held-for-sale	—			77,500
Prepaid expenses and other	58,610			38,683
Total current assets	3,385,402			2,133,552
PROPERTY, PLANT AND EQUIPMENT - NET	380,475			324,924
GOODWILL	6,209,247			5,745,338
OTHER INTANGIBLE ASSETS - NET	1,715,074			1,717,862
OTHER	114,279			53,985
TOTAL ASSETS	$	11,804,477		$	9,975,661

LIABILITIES AND STOCKHOLDERS’ DEFICIT
CURRENT LIABILITIES:
Current portion of long-term debt	$	75,793		$	69,454
Short-term borrowings - trade receivable securitization facility	299,956			299,587
Accounts payable	155,937			148,761
Accrued liabilities	285,484			335,888
Liabilities held-for-sale	—			17,304
Total current liabilities	817,170			870,994
LONG-TERM DEBT	12,516,010			11,393,620
DEFERRED INCOME TAXES	357,680			500,949
OTHER NON-CURRENT LIABILITIES	212,097			161,302
Total liabilities	13,902,957			12,926,865
STOCKHOLDERS’ DEFICIT:
Common stock - $.01 par value; authorized 224,400,000 shares; issued 56,717,525 and 56,093,659 at June 30, 2018 and September 30, 2017, respectively	567			561
Additional paid-in capital	1,171,549			1,095,319
Accumulated deficit	(2,471,575		)	(3,187,220		)
Accumulated other comprehensive loss	(23,717		)	(85,143		)
Treasury stock, at cost; 4,161,326 and 4,159,207 shares at June 30, 2018 and September 30, 2017, respectively	(775,304		)	(774,721		)
Total stockholders’ deficit	(2,098,480		)	(2,951,204		)
TOTAL LIABILITIES AND STOCKHOLDERS’ DEFICIT	$	11,804,477		$	9,975,661



	Thirteen Week Periods Ended						Thirty-Nine Week Periods Ended
	June 30, 2018			July 1, 2017			June 30, 2018			July 1, 2017
NET SALES	$	980,662		$	897,655		$	2,761,692		$	2,580,401
COST OF SALES	411,142			377,959			1,181,448			1,127,013
GROSS PROFIT	569,520			519,696			1,580,244			1,453,388
SELLING AND ADMINISTRATIVE EXPENSES	113,019			108,104			327,073			310,677
AMORTIZATION OF INTANGIBLE ASSETS	19,224			23,259			53,793			70,822
INCOME FROM OPERATIONS	437,277			388,333			1,199,378			1,071,889
INTEREST EXPENSE - NET	167,577			152,141			489,776			445,986
REFINANCING COSTS	4,159			345			5,910			35,936
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES	265,541			235,847			703,692			589,967
INCOME TAX PROVISION	48,150			66,015			(27,550		)	145,573
INCOME FROM CONTINUING OPERATIONS	217,391			169,832			731,242			444,394
LOSS FROM DISCONTINUED OPERATIONS, NET OF TAX	(145		)	(779		)	(2,943		)	(965		)
NET INCOME	$	217,246		$	169,053		$	728,299		$	443,429
NET INCOME APPLICABLE TO COMMON STOCK	$	217,246		$	169,053		$	672,151		$	347,458
Net earnings per share:
Net earnings per share from continuing operations - basic and diluted	$	3.91		$	3.09		$	12.14		$	6.25
Net loss per share from discontinued operations - basic and diluted	—			(0.01		)	(0.05		)	(0.02		)
Net earnings per share	$	3.91		$	3.08		$	12.09		$	6.23
Cash dividends paid per common share	$	—		$	—		$	—		$	24.00
Weighted-average shares outstanding:
Basic and diluted	55,597			54,890			55,598			55,773



ý	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



¨	Transition Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



	Common Stock			Additional Paid-In Capital					Accumulated Other Comprehensive (Loss) Income			Treasury Stock
	Number of Shares	Par Value		Additional Paid-In Capital		Accumulated Deficit			Accumulated Other Comprehensive (Loss) Income			Number of Shares		Value			Total
BALANCE, OCTOBER 1, 2017	56,093,659	$	561	$	1,095,319	$	(3,187,220	)	$	(85,143	)	(4,159,207	)	$	(774,721	)	$	(2,951,204	)
Unvested dividend equivalents and other	—	—		—		(12,654		)	—			—		—			(12,654		)
Compensation expense recognized for employee stock options and restricted stock	—	—		35,460		—			—			—		—			35,460
Exercise of employee stock options, restricted stock activity and other, net	623,361	6		40,621		—			—			(2,119	)	(583		)	40,044
Common stock issued	505	—		149		—			—			—		—			149
Net income	—	—		—		728,299			—			—		—			728,299
Foreign currency translation adjustments	—	—		—		—			(4,355		)	—		—			(4,355		)
Interest rate swaps and caps, net of tax	—	—		—		—			65,781			—		—			65,781
BALANCE, JUNE 30, 2018	56,717,525	$	567	$	1,171,549	$	(2,471,575	)	$	(23,717	)	(4,161,326	)	$	(775,304	)	$	(2,098,480	)



Assets acquired:
Current assets, excluding cash acquired	$	58,021
Property, plant, and equipment	4,124
Intangible assets	36,000
Goodwill	460,707
Other	86
Total assets acquired	558,938
Liabilities assumed:
Current liabilities	9,213
Other noncurrent liabilities	17,226
Total liabilities assumed	26,439
Net assets acquired	$	532,499



	June 30, 2018			September 30, 2017
Raw materials and purchased component parts	$	553,006		$	496,899
Work-in-progress	220,883			187,009
Finished goods	139,395			131,548
Total	913,284			815,456
Reserves for excess and obsolete inventory	(98,033		)	(84,775		)
Inventories - Net	$	815,251		$	730,681



	June 30, 2018						September 30, 2017
	Gross Carrying Amount		Accumulated Amortization		Net		Gross Carrying Amount		Accumulated Amortization		Net
Trademarks and trade names	$	746,859	$	—	$	746,859	$	729,931	$	—	$	729,931
Technology	1,309,675		399,828		909,847		1,292,719		351,638		941,081
Order backlog	11,000		4,275		6,725		29,000		26,668		2,332
Other	73,226		21,583		51,643		63,599		19,081		44,518
Total	$	2,140,760	$	425,686	$	1,715,074	$	2,115,249	$	397,387	$	1,717,862



	Gross Amount		Amortization Period
Intangible assets not subject to amortization:
Goodwill	$	460,961
Trademarks and trade names	17,300
	478,261
Intangible assets subject to amortization:
Technology	20,600		20 years
Order backlog	8,300		1 year
Customer relationships	10,000		20 years
	38,900		15.9 years
Total	$	517,161



	Power & Control			Airframe			Non- aviation		Total
Balance - September 30, 2017	$	3,269,981		$	2,382,082		$	93,275	$	5,745,338
Goodwill acquired during the year	460,707			254			—		460,961
Purchase price allocation adjustments	5,354			—			—		5,354
Currency translation adjustment	—			(2,401		)	—		(2,401		)
Other	(192		)	187			—		(5		)
Balance - June 30, 2018	$	3,735,850		$	2,380,122		$	93,275	$	6,209,247



	June 30, 2018
	Gross Amount		Debt Issuance Costs			Original Issue Discount or Premium			Net Amount
Short-term borrowings—trade receivable securitization facility	$	300,000	$	(44	)	$	—		$	299,956
Term loans	$	7,619,039	$	(73,105	)	$	(21,984	)	$	7,523,950
5.50% senior subordinated notes due 2020 (2020 Notes)	550,000		(2,451		)	—			547,549
6.00% senior subordinated notes due 2022 (2022 Notes)	1,150,000		(5,861		)	—			1,144,139
6.50% senior subordinated notes due 2024 (2024 Notes)	1,200,000		(7,160		)	—			1,192,840
6.50% senior subordinated notes due 2025 (2025 Notes)	750,000		(3,637		)	3,772			750,135
6.375% senior subordinated notes due 2026 (6.375% 2026 Notes)	950,000		(8,050		)	—			941,950
6.875% senior subordinated notes due 2026 (6.875% 2026 Notes)	500,000		(5,038		)	(3,722		)	491,240
	12,719,039		(105,302		)	(21,934		)	12,591,803
Less current portion	76,427		(634		)	—			75,793
Long-term debt	$	12,642,612	$	(104,668	)	$	(21,934	)	$	12,516,010



		June 30, 2018				September 30, 2017
	Level	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Assets:
Cash and cash equivalents	1	$	1,853,373	$	1,853,373	$	650,561	$	650,561
Interest rate cap agreements ⁽¹⁾	2	31,948		31,948		12,904		12,904
Interest rate swap agreements ⁽²⁾	2	5,458		5,458		—		—
Interest rate swap agreements ⁽¹⁾	2	40,919		40,919		2,905		2,905
Liabilities:
Interest rate swap agreements ⁽³⁾	2	1,554		1,554		20,740		20,740
Interest rate swap agreements ⁽⁴⁾	2	4,153		4,153		9,731		9,731
Short-term borrowings - trade receivable securitization facility ⁽⁵⁾	1	299,956		299,956		299,587		299,587
Long-term debt, including current portion:
Term loans ⁽⁵⁾	2	7,523,950		7,536,675		6,889,957		6,965,628
5.50% 2020 Notes ⁽⁵⁾	1	547,549		548,625		546,757		558,250
6.00% 2022 Notes ⁽⁵⁾	1	1,144,139		1,155,750		1,143,059		1,178,750
6.50% 2024 Notes ⁽⁵⁾	1	1,192,840		1,215,000		1,191,958		1,236,000
6.50% 2025 Notes ⁽⁵⁾	1	750,135		757,500		750,149		776,807
6.375% 2026 Notes ⁽⁵⁾	1	941,950		942,875		941,194		971,375
6.875% 2026 Notes ⁽⁵⁾	1	491,240		506,250		—		—



	Thirty-Nine Week Periods Ended
	June 30, 2018			July 1, 2017
OPERATING ACTIVITIES:
Net income	$	728,299		$	443,429
Net loss from discontinued operations	2,943			965
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	41,248			37,581
Amortization of intangible assets and product certification costs	54,286			71,495
Amortization of debt issuance costs, original issue discount and premium	16,179			15,530
Refinancing costs	5,910			35,936
Non-cash equity compensation	36,411			32,707
Deferred income taxes	(166,783		)	270
Changes in assets/liabilities, net of effects from acquisitions of businesses:
Trade accounts receivable	(861		)	(21,195		)
Inventories	(21,992		)	(325		)
Income taxes receivable/payable	6,730			(12,782		)
Other assets	(2,500		)	(4,104		)
Accounts payable	724			(12,342		)
Accrued interest	6,670			741
Accrued and other liabilities	(16,354		)	(32,690		)
Net cash provided by operating activities	690,910			555,216
INVESTING ACTIVITIES:
Capital expenditures	(50,097		)	(55,671		)
Payments made in connection with acquisitions	(582,262		)	(135,507		)
Proceeds (payments made) in connection with the sale (purchase) of discontinued operations	57,686			(79,695		)
Net cash used in investing activities	(574,673		)	(270,873		)
FINANCING ACTIVITIES:
Proceeds from exercise of stock options	40,621			18,046
Special dividend and dividend equivalent payments	(56,148		)	(1,376,034		)
Treasury stock purchased	—			(389,821		)
Proceeds from term loans, net	12,779,772			1,132,755
Repayments on term loans	(12,155,198		)	(48,453		)
Proceeds from senior subordinated notes due 2026, net	490,411			—
Cash tender and redemption of senior subordinated notes due 2021, including premium	—			(528,847		)
Proceeds from additional senior subordinated notes due 2025, net	—			300,517
Other	(9,904		)	(10,777		)
Net cash provided by (used in) financing activities	1,089,554			(902,614		)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS	(2,979		)	1,833


⁽¹⁾	Included in other non-current assets on the condensed consolidated balance sheet.


⁽²⁾	Included in prepaid expenses and other on the condensed consolidated balance sheet.


⁽³⁾	Included in accrued liabilities on the condensed consolidated balance sheet.


⁽⁴⁾	Included in other non-current liabilities on the condensed consolidated balance sheet.


⁽⁵⁾	The carrying amount of the debt instrument is presented net of debt issuance costs, premium and discount. Refer to Note 8, "Debt," for gross carrying amounts.



Aggregate Notional Amount (in millions)	Start Date	End Date	Related Term Loans	Conversion of Related Variable Rate Debt to Fixed Rate of:
$750	3/31/2016	6/30/2020	Tranche E	5.3% (2.8% plus the 2.5% margin percentage)
$500	6/29/2018	3/31/2025	Tranche E	5.5% (3.0% plus the 2.5% margin percentage)
$750	6/30/2020	6/30/2022	Tranche E	5.0% (2.5% plus the 2.5% margin percentage)
$1,500	6/30/2022	3/31/2025	Tranche E	5.6% (3.1% plus the 2.5% margin percentage)
$1,000	9/30/2014	6/28/2019	Tranche F	4.9% (2.4% plus the 2.5% margin percentage)
$1,000	6/28/2019	6/30/2021	Tranche F	4.3% (1.8% plus the 2.5% margin percentage)
$1,400	6/30/2021	3/31/2023	Tranche F	5.5% (3.0% plus the 2.5% margin percentage)
$500	12/30/2016	12/30/2021	Tranche G	4.4% (1.9% plus the 2.5% margin percentage)
$400	9/30/2017	9/30/2022	Tranche G	4.4% (1.9% plus the 2.5% margin percentage)
$900	12/31/2021	6/28/2024	Tranche G	5.6% (3.1% plus the 2.5% margin percentage)
$400	9/30/2022	6/28/2024	Tranche G	5.5% (3.0% plus the 2.5% margin percentage)



Aggregate Notional Amount (in millions)	Start Date	End Date	Related Term Loans	Offsets Variable Rate Debt Attributable to Fluctuations Above:
$750	9/30/2015	6/30/2020	Tranche E	Three month LIBO rate of 2.5%
$750	6/30/2020	6/30/2022	Tranche E	Three month LIBO rate of 2.5%
$400	6/30/2016	6/30/2021	Tranche F	Three month LIBO rate of 2.0%
$400	12/30/2016	12/30/2021	Tranche G	Three month LIBO rate of 2.5%



	June 30, 2018						September 30, 2017
	Asset			Liability			Asset			Liability
Interest rate cap agreements	$	31,948		$	—		$	12,904		$	—
Interest rate swap agreements	57,945			(17,275		)	9,235			(36,801		)
Total	89,893			(17,275		)	22,139			(36,801		)
Effect of counterparty netting	(11,568		)	11,568			(6,330		)	6,330
Net derivatives as classified in the balance sheet ⁽¹⁾	$	78,325		$	(5,707	)	$	15,809		$	(30,471	)


⁽¹⁾	Refer to Note 10, "Fair Value Measurements," for the condensed consolidated balance sheet classification of our interest rate swap and cap agreements.



	Unrealized (loss) gain on derivatives designated and qualifying as cash flow hedges ⁽¹⁾			Defined benefit pension plan activity			Currency translation adjustment			Total
Balance at September 30, 2017	$	(26,669	)	$	(16,365	)	$	(42,109	)	$	(85,143	)
Current-period other comprehensive gain (loss)	63,742			—			(4,355		)	59,387
Amounts reclassified from AOCI related to interest rate swap and cap agreements	2,039			—			—			2,039
Balance at June 30, 2018	$	39,112		$	(16,365	)	$	(46,464	)	$	(23,717	)


⁽¹⁾	Unrealized (loss) gain represents interest rate swap and cap agreements, net of taxes of $(954) and $5,002 for the thirteen week periods ended June 30, 2018 and July 1, 2017 and $(25,679) and $(19,425) for the thirty-nine week period s ended June 30, 2018 and July 1, 2017 , respectively.



	Amount reclassified
	Thirty-Nine Week Periods Ended
Description of reclassifications out of accumulated other comprehensive loss	June 30, 2018			July 1, 2017
Amortization from redesignated interest rate swap and cap agreements ⁽¹⁾	$	2,816		$	2,870
Deferred tax benefit from redesignated interest rate swap and cap agreements	(777		)	(1,072		)
Losses reclassified into earnings, net of tax	$	2,039		$	1,798


⁽¹⁾	This component of accumulated other comprehensive loss is included in interest expense (see Note 11, “Derivatives and Hedging Activities,” for additional information).



	Thirteen Week Period Ended						Thirty-Nine Week Period Ended
	June 30, 2018			July 1, 2017			June 30, 2018			July 1, 2017
Net sales	$	—		$	10,012		$	11,808		$	14,516
(Loss) Income from discontinued operations before income taxes	—			(779		)	354			(965		)
Income tax benefit	—			—			2,016			—
(Loss) Income from discontinued operations, net of tax	—			(779		)	2,370			(965		)
Net loss on sale of discontinued operations, net of tax	(145		)	—			(5,313		)	—
Loss from discontinued operations	$	(145	)	$	(779	)	$	(2,943	)	$	(965	)



	TransDigm Group			TransDigm Inc.			TransDigm UK		Subsidiary Guarantors		Non- Guarantor Subsidiaries		Eliminations			Total Consolidated
ASSETS
CURRENT ASSETS:
Cash and cash equivalents	$	924		$	1,628,948		$	150	$	25	$	223,326	$	—		$	1,853,373
Trade accounts receivable - Net	—			—			—		22,003		648,401		(12,236		)	658,168
Inventories - Net	—			47,309			—		653,972		117,027		(3,057		)	815,251
Prepaid expenses and other	—			26,406			—		21,188		11,016		—			58,610
Total current assets	924			1,702,663			150		697,188		999,770		(15,293		)	3,385,402
INVESTMENT IN SUBSIDIARIES AND INTERCOMPANY BALANCES	(2,099,404		)	10,325,919			1,096,125		8,600,056		2,177,711		(20,100,407		)	—
PROPERTY, PLANT AND EQUIPMENT - NET	—			15,585			—		314,510		50,380		—			380,475
GOODWILL	—			128,764			—		5,419,486		660,997		—			6,209,247
OTHER INTANGIBLE ASSETS - NET	—			16,583			—		1,453,885		244,606		—			1,715,074
OTHER	—			79,366			—		29,159		5,754		—			114,279
TOTAL ASSETS	$	(2,098,480	)	$	12,268,880		$	1,096,275	$	16,514,284	$	4,139,218	$	(20,115,700	)	$	11,804,477
LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt	$	—		$	75,793		$	—	$	—	$	—	$	—		$	75,793
Short-term borrowings - trade receivable securitization facility	—			—			—		—		299,956		—			299,956
Accounts payable	—			15,974			—		115,763		36,550		(12,350		)	155,937
Accrued liabilities	—			109,607			4,679		124,531		46,667		—			285,484
Total current liabilities	—			201,374			4,679		240,294		383,173		(12,350		)	817,170
LONG-TERM DEBT	—			12,024,770			491,240		—		—		—			12,516,010
DEFERRED INCOME TAXES	—			299,043			—		100		58,537		—			357,680
OTHER NON-CURRENT LIABILITIES	—			110,255			—		74,904		26,938		—			212,097
Total liabilities	—			12,635,442			495,919		315,298		468,648		(12,350		)	13,902,957
STOCKHOLDERS’ (DEFICIT) EQUITY	(2,098,480		)	(366,562		)	600,356		16,198,986		3,670,570		(20,103,350		)	(2,098,480		)
TOTAL LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY	$	(2,098,480	)	$	12,268,880		$	1,096,275	$	16,514,284	$	4,139,218	$	(20,115,700	)	$	11,804,477



	Thirteen Week Periods Ended
	June 30, 2018			% of Sales		July 1, 2017			% of Sales
Net sales	$	980,662		100.0	%	$	897,655		100.0	%
Cost of sales	411,142			41.9	%	377,959			42.1	%
Selling and administrative expenses	113,019			11.5	%	108,104			12.0	%
Amortization of intangible assets	19,224			2.0	%	23,259			2.6	%
Income from operations	437,277			44.6	%	388,333			43.3	%
Interest expense, net	167,577			17.1	%	152,141			17.0	%
Refinancing costs	4,159			0.4	%	345			—	%
Income tax provision	48,150			4.9	%	66,015			7.4	%
Income from continuing operations	$	217,391		22.2	%	$	169,832		18.9	%
Loss from discontinued operations, net of tax	(145		)	—	%	(779		)	(0.1	)%
Net income	$	217,246		22.2	%	$	169,053		18.8	%


•	Net Sales . Net organic sales and acquisition sales and the related dollar and percentage changes for the thirteen week periods ended June 30, 2018 and July 1, 2017 were as follows (amounts in millions):



	Thirteen Week Periods Ended						% Change Total Sales
	June 30, 2018		July 1, 2017		Change		% Change Total Sales
Organic sales	$	937.2	$	897.7	$	39.5	4.4	%
Acquisition sales	43.5		—		43.5		4.8	%
	$	980.7	$	897.7	$	83.0	9.2	%


•	Cost of Sales and Gross Profit . Cost of sales increased by $33.1 million , or 8.8% , to $411.1 million for the thirteen week period ended June 30, 2018 compared to $378.0 million for the thirteen week period ended July 1, 2017 . Cost of sales and the related percentage of total sales for the thirteen week periods ended June 30, 2018 and July 1, 2017 were as follows (amounts in millions):


•	Gross profit on the sales from the acquisitions indicated above (excluding acquisition-related costs) was approximately $16.2 million for the quarter ended June 30, 2018 , which represented gross profit of approximately 37.2% of the acquisition sales.


•	Further increases in gross profit were due to $15.7 million in foreign currency gains, particularly due to the U.S. dollar appreciating against the Euro. Slightly offsetting the increases in gross profit was an increase of $2.9 million in inventory purchase accounting adjustments and an increase of $2.5 million in acquisition integration costs.


•	Refinancing Costs. Refinancing costs of $4.2 million were recorded for the quarter ended June 30, 2018 which related to the third quarter debt refinancing activity described in Note 8, "Debt." Refinancing costs of $0.3 million were recorded for the quarter ended July 1, 2017 representing debt issuance costs expensed in connection with the debt financing activity during the previous fiscal year.


•	Net Income . Net income increased $48.1 million , or 28.5% , to $217.2 million for the quarter ended June 30, 2018 compared to net income of $169.1 million for the quarter ended July 1, 2017 , primarily as a result of the factors referred to above.