RESTRUCTURING

EMEA Operations and Back-Office Plan

In November 2011, the Company initiated a restructuring plan of EMEA’s operations and back-office functions to better leverage savings from its Shared Service Center located in Belgium. As part of this plan, the Company reduced headcount in EMEA by approximately 50, and the majority of the reductions occurred in the first and second quarters of fiscal 2012. The Company recorded approximately $0.7 million and $4.6 million of pretax employee-related restructuring costs during the three and nine months ended May 31, 2012, respectively. As of May 31, 2012, the Company has a balance of approximately $1.5 million accrued for employee-related costs related to this plan. The Company expects minimal employee-related cash charges related to this plan during the remainder of fiscal 2012 as it completes the plan.

Americas Engineered Plastics Plan

On August 25, 2011, the Company announced that it would close the Nashville, Tennessee facility and move certain production to the Akron and Bellevue, Ohio facilities in order to optimize the use of existing capacity and capitalize on growth opportunities. As of the end of February 2012, the Nashville facility ceased production and as of May 31, 2012, the Company reduced headcount by approximately 70. The Company recorded approximately $0.9 million and $1.4 million of pretax employee-related restructuring expense associated with this plan during the three and nine months ended May 31, 2012, respectively. As of May 31, 2012, the Company has a balance of approximately $0.6 million accrued for employee-related costs related to this plan. The Company anticipates recognizing additional pre-tax employee-related cash charges and other restructuring expenses of less than $1.0 million during the remainder of fiscal 2012 as it completes the plan.

Italy and Australia Plans

On February 8, 2011, the Company announced that it is relocating its operations from its manufacturing facility in Verolanuova, Italy to its existing facility in Gorla Maggiore, Italy. Production lines at the Verolanuova facility were relocated in the first quarter of fiscal 2012 to the Gorla facility. As a result of this relocation, the Company will reduce headcount by approximately 30 by the end of June 2012. Also on February 8, 2011, as a result of the ongoing deterioration of the Australian rotomolding market, the Company announced plans to consolidate operations in Australia by moving production from its Braeside, Australia facility to its Brisbane, Australia facility. As part of this consolidation, the Company reduced headcount in Australia by approximately 20, and the majority of the reduction occurred in the second and third quarters of fiscal 2011. The region continues to be served by the Company’s Brisbane facility and facilities in Malaysia, Indonesia and China.

The Company recorded pretax restructuring expense of approximately $0.1 million and $0.7 million during the three and nine months ended May 31, 2012, respectively, primarily related to other restructuring costs as part of the Italy plan. For the three and nine months ended May 31, 2011, the Company recorded pretax restructuring expense of approximately $1.8 million and $4.9 million, respectively, primarily for employee-related costs and other restructuring charges related to the Australia and Italy restructuring plans. As of May 31, 2012, the Company has a balance of approximately $1.4 million accrued for employee-related costs related to the Italy plan. In regards to the Italy plan, the Company expects minimal employee-related cash charges related to this plan during the remainder of fiscal 2012 as it completes the plan. As of May 31, 2012, the Company has a balance of approximately $0.3 million accrued for the Australia plan related to a future settlement of a contractual obligation and expects no additional charges related to this plan for the remainder of fiscal 2012.

See Note 4 for further details regarding the pre-tax impairment charge of approximately $2.4 million recognized in the third quarter of fiscal 2012 related to the Italy plan.

ASI United Kingdom Plan

On August 31, 2010, management announced plans to restructure its operations at its Crumlin, South Wales (U.K.) facility. The plan included moving part of the plant’s capacity to two other, larger facilities in Europe, and several production lines were shut down. As a result, the Company reduced headcount at this location by approximately 30. Approximately half of the reductions occurred in the second quarter of fiscal 2011 and the remaining headcount reductions occurred in the second quarter of fiscal 2012. The Company recorded minimal charges during the three and nine months ended May 31, 2012 and 2011. The Company expects no further charges and has no remaining accrual as of May 31, 2012 related to this plan as it is considered complete.

ICO Merger Plan

In conjunction with the acquisition of ICO, Inc. (“ICO”) in fiscal 2010, the Company reduced the workforce in the Houston, Texas office by 17 employees. ICO had preexisting arrangements regarding change-in-control payments and severance pay which were based on pre-merger service. The Company assumed approximately $2.1 million in liabilities as a result of the merger related to these agreements, of which approximately $2.0 million was paid by the Company during fiscal 2010. Since the merger, the Company announced the exit of certain senior managers in Europe in connection with the Company’s ongoing integration of ICO operations. The Company recorded approximately $0.1 million and $0.5 million primarily in pretax employee-related costs during the three and nine months ended May 31, 2011, respectively, related to the integration of the ICO merger. The Company had no charges in the first nine months of fiscal 2012 and has no remaining accrual as of May 31, 2012 related to this plan as it is considered complete.

North America Masterbatch Fiscal 2010 Plan

On March 1, 2010, the Company announced the closure of its Polybatch Color Center located in Sharon Center, Ohio. The Company recorded minimal pretax restructuring expenses during the three months ended May 31, 2011, and $0.4 million during the nine months ended May 31, 2011, primarily for employee-related costs associated with the closure. The Company ceased production at the Polybatch Color Center on August 31, 2010, and sold the facility in June 2011. The Company had no charges in the first nine months of fiscal 2012 and has no remaining accrual as of May 31, 2012 related to this plan as it is considered complete.

Consolidated Restructuring Summary

The following table summarizes the activity during fiscal 2012 related to the Company’s restructuring plans:



	Accrual Balance August 31, 2011		Fiscal 2012 Charges		Fiscal 2012 Paid			Accrual Balance May 31, 2012
	(In thousands)
Employee-related costs	$	3,322	$	5,484	$	(5,100	)	3,706
Other costs	403		1,301		(1,313		)	391
Translation effect	70		—		—			(376		)
Restructuring charges	$	3,795	$	6,785	$	(6,413	)	$	3,721

Restructuring costs are excluded from segment operating income but are attributable to the reportable segments as follows:



	Three months ended May 31,				Nine months ended May 31,
	2012		2011		2012		2011
	(In thousands)
EMEA	$	1,076	$	300	$	5,422	$	2,622
Americas	868		56		1,363		518
APAC	—		1,487		—		2,639
Total	$	1,944	$	1,843	$	6,785	$	5,779