ACQUISITION OF LOCKER GROUP HOLDINGS PTY. LTD.

6 Months Ended

Jun. 29, 2013

ACQUISITION OF LOCKER GROUP HOLDINGS PTY. LTD.

ACQUISITION OF LOCKER GROUP HOLDINGS PTY. LTD.

(2) ACQUISITION OF LOCKER GROUP HOLDINGS PTY. LTD.

        On February 5, 2013, the Company purchased 100% of the outstanding shares of Locker Group Holdings Pty. Ltd. (Locker). Locker is a manufacturer of perforated and expanded metal for the non-residential market, industrial flooring and handrails for the access systems market, and screening media for applications in the industrial and mining sectors in Australia and Asia. Locker's annual sales for the twelve months prior to the acquisition date were approximately $80,000 and its operations are reported in the Engineered Infrastructure Products Segment. The purchase price paid for the business at closing (net of $116 cash acquired) was $53,152. In addition, a maximum of $7,911 additional purchase price may be paid to the sellers upon the achievement of certain gross profit and inventory targets over the next two years. The Company determined the present value of the potential additional purchase price at February 5, 2013 to be $6,175. The acquisition, which was funded by cash held by the Company, was completed to expand our product offering and sales coverage for access systems and related products in Asia Pacific.

        The preliminary fair value measurement was completed at June 29, 2013, subject to final independent reviews of the fair value assessments of assets acquired and liabilities assumed. The Company expects the fair value measurement process to be completed in the third quarter of 2013.

        The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed as of the date of acquisition.

	At February 5, 2013
Current assets	$	25,584
Property, plant and equipment		20,412
Intangible assets		11,199
Goodwill		13,326
Total fair value of assets acquired	$	70,521
Current liabilities		9,595
Deferred income taxes		481
Other non-current liabilities		677
Non-controlling interests		325
Total fair value of liabilities assumed and non-controlling interests		11,078
Net assets acquired	$	59,443

        The Company's Condensed Consolidated Statements of Earnings for the thirteen and twenty-six weeks ended June 29, 2013 included net sales of $18,082 and $29,936, respectively, and net earnings of $288 and $539, respectively, resulting from Locker's operations from February 5, 2013 to June 29, 2013.

        Based on the fair value assessments, the Company allocated $11,199 of the purchase price to acquired intangible assets. The following table summarizes the major classes of Locker acquired intangible assets and the respective weighted-average amortization periods:

	Amount		Weighted Average Amortization Period (Years)
Trade Names	$	4,116		Indefinite
Customer Relationships		6,047		10.0
Software and Technology		1,036		5.0
	$	11,199