4. Acquisitions

On September 27, 2013, the Company acquired the assets of the Custom Envelope Division (“CED”), part of the Custom Resale Group of Cenveo, Inc., for $47.25 million in cash plus the assumption of certain trade liabilities. The cash portion of the purchase price was funded by borrowing under the Company’s line of credit facility. The CED assets are comprised of the WISCO Envelopes^® (“WISCO”) brand, which is produced at an owned facility in Tullahoma, TN, and the National Imprint Corporation (“National Imprint^®”, “NIC”) brand, which is produced in a leased facility in Claysburg, PA. WISCO produces and folds various types of envelopes, and NIC is an imprinter of envelopes. Both of these products are sold through print distributors and will continue to be operated under the WISCO and NIC brand names at their respective locations. WISCO and NIC had sales in excess of $40 million for the twelve month period ended December 31, 2012. The acquisition expanded and strengthened the envelope product line for the Company.

The following is a summary of the preliminary purchase price allocations for WISCO and NIC (in thousands):


Accounts receivable	$	3,331
Inventories		2,391
Other assets		375
Property, plant & equipment		4,901
Customer lists		16,800
Trade names		3,600
Goodwill		19,219
Accounts payable and accrued liabilities		(3,367	)

	$	47,250

On September 30, 2013, the Company acquired the assets of the businesses operating under the trade name of Folder Express^® from Wright Printing Company for $14.6 million in cash plus the assumption of certain trade payables. The cash portion of the purchase price was funded by borrowing under the Company’s line of credit facility. The businesses produce folders and specialty folders for music stores and public schools. The businesses had combined sales of approximately $20 million during the twelve month period ended December 31, 2012 and will continue to operate under the Folder Express and related brand names. The acquisition expands the Company’s geographic presence in folder products.

The following is a summary of the preliminary purchase price allocations for Folder Express (in thousands):


Accounts receivable	$	1,171
Inventories		2,102
Other assets		195
Property, plant & equipment		1,617
Customer lists		3,850
Trade name		1,520
Goodwill		4,645
Accounts payable and accrued liabilities		(493	)

	$	14,607

The results of operations for WISCO, NIC and Folder Express are included in the Company’s consolidated financial statements from the dates of acquisition. The following table represents certain operating information on a pro forma basis as though all operations had been acquired as of March 1, 2012, after the estimated impact of adjustments such as amortization of intangible assets, interest expense, interest income, and related tax effects (in thousands, except per share amounts):


	Three months ended				Nine months ended
	November 30,				November 30,
	2013		2012		2013		2012
Pro forma net sales	$	141,758	$	144,260	$	446,762	$	455,659
Pro forma net earnings		9,747		8,087		30,439		23,393
Pro forma earnings per share - diluted		0.37		0.31		1.16		0.90

The pro forma results are not necessarily indicative of what would have occurred if the acquisitions had been in effect for the periods presented.