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## Acquisitions 

In October, 2000, the Company acquired R.B. Manufacturing (RB), a Sandusky, Ohio manufacturer of material handling carts, and Best Plastics, Inc., a Cassopolis, Michigan manufacturer of thermoformed and rotational molded plastic products. Total cost of the acquisitions was approximately $18.2 million and both acquisitions have been accounted for under the purchase method of accounting. The excess of purchase price over the fair value of assets acquired was approximately $12.4 million which is being amortized on a straight line basis over 30 years. Consolidated pro-forma sales, income and earnings per share, adjusted to reflect the acquisitions of RB and Best, would not be materially different from the reported amounts for fiscal years 2000 or 1999. 

On February 4, 1999, the Company acquired all of the shares of the entities comprising Allibert Équipement (Allibert), the material handling division of Sommer Allibert S.A., and acquired Allibert-Contico, LLC, a joint venture between Sommer Allibert S.A. and Contico International, Inc., for a total purchase price of approximately $150 million. The acquired businesses have five manufacturing facilities in Europe and one in North America and had 1998 annual sales of approximately $145 million. 

In August 1999, the Company acquired substantially all of the assets of Dillen Products Companies (Dillen) of Middlefield, Ohio for approximately $54 million and all of the outstanding shares of Listo Products, Ltd. (Listo) of 

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These unaudited pro-forma results have been prepared for comparative purposes only and may not be indicative of results of operations which actually would have resulted 

## Retirement Plans 

The Company and certain of its subsidiaries have pension and profit sharing plans covering substantially all of their employees. Two plans are defined benefit plans with benefits primarily based upon a fixed amount for each completed year of service as defined. It is the Company's 

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Canada for approximately $15 million. In 2001, the Company paid approximately $7.5 million as additional and final consideration in connection with the acquisition of Dillen. The Listo purchase agreement provides for payment of additional consideration contingent upon future earnings of the acquired business through February 2002. The Company anticipates a payment of approximately $2.5 million in 2002 as final consideration in connection with the acquisition of Listo. Dillen and Listo are leading manufacturers of plastic horticultural containers including pots, trays, saucers and decorative planters for customers including greenhouses and nurseries as well as retail garden centers and mass merchandisers. 

The acquisitions have been accounted for under the purchase method of accounting and, accordingly, the results of operations have been included in the Company’s consolidated financial statements since the dates of acquisition and the total acquisition costs have been allocated to the assets acquired and liabilities assumed based upon their estimated fair values, with the excess of purchase price over fair value of net assets acquired of approximately $166 million being amortized over lives of 15 to 40 years. 

The following unaudited pro-forma information presents a summary of consolidated results of operations of the Company and the acquisitions of Allibert, Dillen and Listo, as if the acquisitions had occurred January 1, 1999. 

had the combination been in effect on January 1, 1999, or of future results. 

policy to fund pension costs accrued, which are at least equal to the minimum required contribution as defined by the Employee Retirement Income Security Act of 1974. 

For the Company’s defined benefit plans, the net periodic pension cost was as follows: 

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