ACQUISITIONS

On October 1, 2015, the Company completed the acquisition of Carded. Based in Staunton, VA, Carded's state-of-the-art converting facility produces award winning folding cartons and has a strong regional presence in the food, craft beer and other consumer product markets.

On February 4, 2015, the Company completed the acquisition of certain assets of Cascades Norampac Division ("Cascades") in Canada. Cascades services the food and beverage markets and operated three folding carton converting facilities located in Cobourg, Ontario, Mississauga, Ontario and Winnipeg, Manitoba along with a thermo mechanical pulp mill located in Jonquiere, Quebec and a coated recycled board mill located in East Angus, Quebec. The Jonquiere mill was shutdown in the third quarter of 2015.

On January 2, 2015, the Company acquired Rose City through the purchase of all of the issued and outstanding stock of its parent company, Rose City Holding Company. Rose City services food and beverage markets and operates two folding carton converting facilities located in Gresham, OR and Vancouver, WA. The Cascades, Rose City, and Carded Graphics transactions are referred to collectively as the "North American Acquisitions."

The Company paid approximately $164 million for the North American Acquisitions using existing cash and borrowings under its revolving line of credit. The acquisition accounting for the North American Acquisitions has been preliminarily allocated to the assets acquired and liabilities assumed based on the estimated fair values as of the purchase dates and is subject to adjustments in subsequent periods once the third party valuations are completed. Management believes that the purchase price attributable to goodwill represents the benefits expected as the acquisitions were made to continue to grow the North American food and beverage business, integrate paperboard from the Company's mills and to further optimize the Company's supply chain footprint.

The Company does not expect the goodwill recorded in connection with the Rose City acquisition to be deductible for tax purposes. The purchase price allocation is as follows:



In millions	Amounts Recognized as of Acquisition Date		Measurement Period Adjustments			Amounts Recognized as of Acquisition Date (as adjusted)
Purchase Price	$	168.5	$	(4.3	)	$	164.2

In millions
Cash and Cash Equivalents	$	1.0	$	—		$	1.0
Receivables, Net	27.5		—			27.5
Inventories, Net	37.4		(7.3		)	30.1
Other Current Assets	1.3		—			1.3
Property, Plant and Equipment, Net	69.8		(28.2		)	41.6
Pension Asset	2.5		0.9			3.4
Other Assets	7.7		46.6			54.3
Total Assets Acquired	147.2		12.0			159.2
Current Liabilities	27.3		—			27.3
Pension and Postretirement Benefits	5.7		(0.4		)	5.3
Deferred Tax Liabilities	5.1		10.8			15.9
Other Noncurrent Liabilities	2.1		—			2.1
Total Liabilities Assumed	40.2		10.4			50.6
Net Assets Acquired	107.0		1.6			108.6
Goodwill	61.5		(5.9		)	55.6
Total Estimated Fair Value of Net Assets Acquired	$	168.5	$	(4.3	)	$	164.2

On May 23, 2014, the Company acquired Benson. Under the terms of the transaction, the Company paid $190.7 million in an all cash transaction funded with existing cash and borrowings under the Company's revolving line of credit. Benson operated four folding carton facilities that converted approximately 80,000 tons of paperboard annually into folding cartons for the food, beverage and retail product industries. This transaction is herein referred to as the "Benson Acquisition."