Note

December 30, 2016,

we acquired Hill & Valley Inc., a premium bakery located in Rock Island, IL., for approximately

$31

million. Hill & Valley, with sales of over

$45

million annually, is a manufacturer of a variety of pre-baked cakes, cookies, pies, muffins and other desserts to retail in-store bakeries. Hill & Valley is a leading brand of Sugar Free and

Sugar Added pre-baked in-store bakery items. Additionally, Hill & Valley sustains strategic private labeling partnerships with retailers nationwide. Sales and operating (loss) income of Hill & Valley were

$11.4

million and $(

43,000

) for the quarter and

$20.9

million and

$102,000

for the

nine

months ended

June 24, 2017.

The purchase price allocation for the acquisition is as follows:

(in thousands)

Accounts Receivable, net	$	4,054
Inventories		6,088
Prepaid expenses and other		122
Property, plant & equipment, net		4,398
Trade Names		2,090
Customer Relationships		13,000
Goodwill		14,175
Covenant not to compete		670
Accounts Payable		(2,259	)
Accrued Liabilities		(2,162	)
Accrued compensation expense		(650	)
Other long-term liabilities		(1,782	)
Deferred income taxes		(6,633	)
Purchase Price	$	31,111

The goodwill recognized is attributable to the assembled workforce of Hill & Valley and certain other strategic intangible assets that do

not

meet the requirements for recognition separate and apart from goodwill.

Acquisition costs of

$519,000

are included in other expense for the

nine

months ended

June 24, 2017.

May 22, 2017,

we acquired an ICEE distributor doing business in Georgia and Tennessee for approximately

$11

million. Sales and operating income of the acquired business were

$505,000

and

$153,000

for the quarter and

nine

months ended

June 24, 2017

The preliminary purchase price allocation, subject to final valuation, for the acquisition is as follows:

(in thousands)

Accounts Receivable, net	$	340
Inventories		217
Prepaid expenses and other		25
Property, plant & equipment, net		2,277
Customer Relationships		57
Distribution rights		6,900
Goodwill		1,236
Accounts Payable		(79	)
Accrued Liabilities		(26	)
Purchase Price	$	10,947

The goodwill recognized is attributable to the assembled workforce of the acquired business and certain other strategic intangible assets that do

not

meet the requirements for recognition separate and apart from goodwill.

Acquisition costs of

$48,000

are included in other expense for the

three

and

nine

months ended

June 24, 2017.

Our proforma results, giving effect to these

two

acquisitions and assuming an acquisition date of

September 27, 2015,

would have been:

	(in thousands, except per share amounts)

	Three months ended				Nine months ended
	June 24,		June 25,		June 24,		June 25,
	2017		2016		2017		2016

Net Sales	$	296,115	$	290,854	$	783,938	$	766,048

Net Earnings	$	25,395	$	27,098	$	54,903	$	55,957