4. Acquisitions

In December 2014, we acquired all of the issued and outstanding shares of capital stock of Anafree Holdings, Inc., the sole owner of Anaheim Manufacturing Company, which markets and sells garbage disposals, for $30.6 million in cash, subject to certain post-closing adjustments. We paid the purchase price using a combination of cash on hand and borrowings under our existing credit facilities. A preliminary allocation of the purchase price has been reflected in the financial statements and will be updated as asset and liability valuations are finalized. Final adjustments will reflect the fair value assigned to the assets, including intangible assets, and assumed liabilities.

In July 2014, the Company acquired 100% of the voting equity of John D. Brush & Co., Inc. (“SentrySafe”) for a purchase price of $116.7 million in cash. The purchase price was funded from our existing credit facilities. This acquisition broadens our product offering of security products. Net sales in the five months ended December 31, 2014 were approximately $65 million and operating income was not material to the Company. The results of operations of SentrySafe are included in the Security segment.

These 2014 acquisitions were not material for the purposes of supplemental disclosure and did not have a material impact on our consolidated financial statements.

In June 2013, the Company acquired Woodcrafters Home Products Holding, LLC (“WoodCrafters”), a manufacturer of bathroom vanities and tops, for a purchase price of $302.0 million. We paid the purchase price using a combination of cash on hand and borrowings under our existing credit facilities. This acquisition greatly expanded our offerings of bathroom cabinetry products. Net sales of WoodCrafters in the first six months of 2014 were approximately $100 million and WoodCrafters’ operating income was not material to the Company. The results of operations of WoodCrafters are included in the Cabinets segment.

The following table summarizes the final allocation of the WoodCrafters’ purchase price to fair values of assets acquired and liabilities assumed as of the date of the acquisition.



(In millions)
Accounts receivable	$	41.4
Inventories		25.7
Property, plant and equipment		29.6
Goodwill		143.4
Identifiable intangible assets		89.4
Other assets		7.3
Total assets		336.8
Other current liabilities and accruals		34.8
Net assets acquired	$	302.0

Substantially all of the acquired goodwill was tax deductible. Goodwill primarily represents expected supply chain synergies. Identifiable intangible assets primarily consisted of customer relationships ($75.9 million) and technology ($9.6 million). The useful lives of these identifiable intangible assets are 18 years and 10 years, respectively.

The following unaudited pro forma summary presents consolidated financial information as if WoodCrafters had been acquired on January 1, 2012. The unaudited pro forma financial information is based on historical results of operations and financial position of the Company and WoodCrafters. The pro forma results include adjustments for the impact of a preliminary allocation of the purchase price and interest expense associated with debt that would have been incurred in connection with the acquisition. The unaudited pro forma financial information does not necessarily represent the results that would have occurred had the acquisition occurred on January 1, 2012. In addition, the unaudited pro forma information should not be deemed to be indicative of future results.



(In millions)	2013		2012
Net sales	$	3,811.0	$	3,314.7
Net income attributable to Fortune Brands		240.8		126.6
Basic earnings per common share	$	1.45	$	0.79
Diluted earnings per common share	$	1.41	$	0.76

In December 2012, the Company acquired a company for approximately $20 million in cash. Purchase price adjustments and the allocation of the purchase price were finalized in the first quarter of 2013. The acquisition was not material for the purposes of supplemental disclosure and did not have a material impact on our consolidated financial statements.