ACQUISITIONS

On September 16, 2013, the Company entered into a definitive Stock Purchase Agreement and completed the acquisition of the U.S./Canada business of Consorcio Comex, S.A. de C.V. (Comex). The Company engaged an independent valuation firm to value the assets of the acquired business, and the appropriate adjustments have been recorded. The U.S./Canada business of Comex focuses on the manufacture and sale of paint and paint related products through retail service centers under various proprietary brands. The acquisition of the U.S./Canada business of Comex strengthens the ability of the Paint Stores Group and Consumer Group to serve customers in key geographic markets. Also on September 16, 2013, the Company amended and restated the stock purchase agreement for the acquisition of the Mexico business of Comex to, among other things, extend the exclusivity period to March 31, 2014. Under the terms of the amended and restated stock purchase agreement, either the Company or the sellers may terminate the amended and restated stock purchase agreement in the event that the closing of the acquisition did not occur on or prior to March 31, 2014 and such party is not in material breach of such agreement. On April 3, 2014, pursuant to its right to terminate the amended and restated purchase agreement, the Company sent notice via overnight mail to the sellers that it was terminating such agreement, effective immediately. Please refer to the Company’s Current Report on Form 8-K, dated April 3, 2014, which is incorporated herein by reference, for further information.

The completed acquisition above has been accounted for as a purchase and the results of operations have been included in the consolidated financial statements since the date of acquisition. This acquisition resulted in the recognition of intangible assets.

The following unaudited pro-forma summary presents consolidated financial information as if the U.S./Canada business of Comex had been acquired as of the beginning of each period presented. The pro-forma consolidated financial information does not necessarily reflect the actual results that would have occurred had the acquisitions taken place on January 1, 2013 or of future results of operations of these acquisitions under ownership and operation of the Company.



(Thousands of dollars except per share data)	Three Months Ended March 31,
	2014		2013
Net sales	$	2,366,556	$	2,274,871
Net income	115,457		102,810
Net income per common share:
Basic	$	1.16	$	1.00
Diluted	$	1.14	$	.98