Acquisitions Divestitures and Other Significant Transactions

15 Months Ended

Jan. 31, 2012

Acquisitions, Divestitures and Other Significant Transactions [Abstract]

ACQUISITIONS, DIVESTITURES AND OTHER SIGNIFICANT TRANSACTIONS

NOTE 2 — ACQUISITIONS, DIVESTITURES AND OTHER SIGNIFICANT TRANSACTIONS

During the three months ending January 31, 2012 and 2011, the Company completed no acquisitions or divestitures; however, the Company made a $14.3 million deferred cash payment during the three months ending January 31, 2012 for an acquisition completed in 2010. The following table presents a summary of the acquisition activity over the prior two fiscal years, 2012 and 2011, respectively (Dollars in millions):

		September 30,		September 30,		September 30,		September 30,		September 30,
					January 31, 2012
	# of Acquisitions		Purchase Price, net of cash		Tangible Assets, net		Intangible Assets		Goodwill
Total 2012 Acquisitions		0	$	0	$	0	$	0	$	0
Total 2011 Acquisitions		8	$	344.9	$	106.9	$	74.6	$	282.9

Note: Purchase price, net of cash acquired, represents cash paid in the period of each acquisition and does not include assumed debt, subsequent payments for deferred purchase adjustments or earn-out provisions.

During 2011, the Company completed eight acquisitions, all in the Rigid Industrial Packaging & Services segment: three European companies acquired in February, July and August; two joint ventures in North America and Asia Pacific entered into in February and August, respectively; one Middle Eastern company acquired in May; the acquisition of the remaining outstanding minority shares from a 2008 acquisition in South America; and the acquisition of additional shares of a consolidated subsidiary in North America.

The Company has allocated purchase price at the dates of acquisition based upon its understanding, obtained during due diligence and through other sources, of the fair value of the acquired assets and assumed liabilities. If additional information is obtained about these assets and liabilities within the measurement period (not to exceed one year from the date of acquisition), including through asset appraisals and learning more about the newly acquired business, the Company may refine its estimates of fair value to allocate the purchase price more accurately; however, any such revisions are not expected to be significant.

Pro Forma Information

In accordance with ASU 2010-29, “Disclosure of Supplementary Pro Forma Information for Business Combinations,” we have considered the effect of the 2012 and 2011 acquisitions in the consolidated statements of operations for each period ending January 31, 2012 and 2011, respectively. The revenue and operating profit of the 2011 acquisitions included in the Company’s first quarter 2012 consolidated results totaled $95.6 million and $3.6 million, respectively. Pro-forma results of operations, assuming that the 2011 acquisitions had taken place at the beginning of 2011, were not materially different from reported results and, consequently, are not presented.

The Company’s 2011 acquisitions were made to obtain technologies, patents, equipment, customer lists and access to markets. All of the 2011 acquisitions were of companies not listed on a stock exchange or not otherwise publicly traded or not required to provide public financial information.