During the quarter and three quarters ended October 1, 2011, the Company completed one acquisition, and during the year ended January 1, 2011, the Company completed two acquisitions, each of which have been accounted for using the purchase method. The consolidated financial statements include the results of operations from these businesses from the date of acquisition. These business combinations are subject to post-closing adjustments, in accordance with the respective acquisition agreements. The adjustments related to the current year acquisition are expected to be finalized by August 2012.

	Current Year Acquisition	Prior Year Acquisitions
	Lorton's Fresh	Dahlgren & Company, Inc. $	Edner of Nevada, Inc. $	Total $
	Squeezed Juices Inc.
	$
Net assets acquired
Cash	-	4,239	-	4,239
Current assets	1,659	23,231	2,376	25,607
Property, plant and equipment	1,234	12,402	1,418	13,820
Goodwill	563	15,940	2,346	18,286
Intangible assets	464	11,013	1,823	12,836
Other assets	-	624	-	624
Current liabilities	(800)	(12,288)	(449)	(12,737)
Deferred income taxes	-	(7,670)	-	(7,670)
	3,120	47,491	7,514	55,005

Consideration
Cash consideration	2,500	44,000	4,000	48,000
Due to former shareholders	109	2,303	198	2,501
Contingent consideration	511	1,188	3,316	4,504
	3,120	47,491	7,514	55,005

On August 5, 2011, a wholly-owned subsidiary of the Company completed the acquisition of the assets and business of Lorton's Fresh Squeezed Juices, Inc. (“Lorton's”) for total consideration of $3,120. Included as part of the total consideration was cash of $2,500, contingent consideration of $511 based on future earnings targets as defined in the asset purchase agreement, and a working capital adjustment of $109 as a result of working capital exceeding pre-determined targets at the acquisition date.

Intangible assets, which consist of acquired customer relationships, are deductible for tax purposes and are being amortized over their estimated useful lives of approximately seven years.

Lorton's is a vertically integrated producer of a variety of citrus-based products in both industrial and packaged formats. The acquisition expands the Company's operations into the extracting, processing and packaging of citrus-based ingredients through consumer packaged products, and provides increased capacity for future growth and expansion. The results of operations for Lorton's have been consolidated since the August 5, 2011 acquisition date, and are included in the International Foods Group.

On November 8, 2010, a wholly-owned subsidiary of the Company acquired 100% of the outstanding shares of Dahlgren & Company, Inc. (“Dahlgren”) for total consideration of $47,491. Included as part of the total consideration was cash of $44,000, contingent consideration of $1,188 based on future earnings targets as defined in the purchase and sale agreement, and a working capital adjustment of $2,303 as a result of working capital exceeding pre-determined targets at the acquisition date. The $2,303 working capital adjustment was paid in cash on January 3, 2011 to the former Dahlgren shareholders. During the quarter ended April 2, 2011, management re-measured the fair value of the contingent consideration, and reduced the fair value of this liability by $290 (note 13).

Intangible assets, consisting of a sales order backlog and customer relationships, acquired in this acquisition are not deductible for tax purposes and are being amortized over the estimated useful lives of these assets. The estimated useful life of the sales order backlog is one year, and the estimated useful life of customer relationships is 12 years.

Dahlgren is an integrated processor and global supplier of confection sunflower seed products including in-shell and kernel products, roasted sunflower and soy seeds, bird food, hybrid seed and other products. Dahlgren serves the snack food, bakery, food ingredients and bird feed industries. Dahlgren's products are marketed internationally to customers in Europe, Asia, Australia, Canada and South America, as well as in the United States. The results of operations for Dahlgren have been consolidated since the November 8, 2010 acquisition date, and are included in the Grains and Foods Group.

On December 14, 2010, a wholly-owned subsidiary of the Company acquired the operating assets of Edner of Nevada, Inc. (“Edner”) for total consideration of $7,514. Consideration included $4,000 of cash, contingent consideration of $3,316 based on future revenue targets as defined in the asset purchase agreement and a working capital adjustment of $198 as a result of working capital exceeding pre-determined targets at the acquisition date. In the third quarter of 2011, the Company and the former owners of Edner agreed to an adjustment in the total purchase consideration, due to factors that existed at the acquisition date. As a result, the previously recorded working capital adjustment and contingent consideration were reduced by $260 and $124, respectively, with a corresponding decrease of $384 in acquired goodwill. The consolidated balance sheet as at January 1, 2011 has been adjusted to reflect this change.

Intangible assets consisting of customer relationships acquired in this acquisition are deductible for tax purposes and are being amortized over their estimated useful lives of approximately 9 years. Goodwill acquired in this acquisition is deductible for tax purposes.

Edner produces a variety of nutritious portable foods such as nutrition bars and grains and fruit based snack bars from its 104,000 square foot facility located in Carson City, Nevada. The results of operations of Edner have been consolidated since the December 14, 2010 acquisition date, and are included in the Fruit Group.

The following condensed pro-forma consolidated statements of operations reflects the Dahlgren, Edner and Lorton's acquisitions as if they had occurred on January 1, 2010:

		Quarter ended
		October 1, 2011	October 2, 2010
		$	$
Pro-forma revenues		276,803	240,142
Pro-forma earnings attributable to SunOpta Inc.		3,817	33,988
Pro-forma earnings per share
	Basic	0.06	0.52
	Diluted	0.06	0.52

		Three quarters ended
		October 1, 2011	October 2, 2010
		$	$
Pro-forma revenues		828,483	742,654
Pro-forma earnings attributable to SunOpta Inc.		13,653	61,333
Pro-forma earnings per share
	Basic	0.21	0.94
	Diluted	0.21	0.93