4. RESTRUCTURING ACTIVITIES

In December 2011, we initiated a restructuring plan (the "2011 Building Products Restructuring Plan") that consisted of: (i) the shutdown of a plant in Milford, Indiana; (ii) discontinuing the fence product line; and (iii) the consolidation of three manufacturing plants, two in the window and door profiles business and one in the pipe business. In connection with the 2011 Building Products Restructuring Plan, we incurred costs related to termination benefits, including severance, operating lease termination costs, asset impairment charges, relocation and other exit costs. For the year ended December 31, 2012 and 2011, severance and other exit costs relating to the 2011 Building Products Restructuring Plan were $0.6 million and $2.3 million, respectively, and are included in transaction related costs, restructuring and other, net, in the Consolidated Statements of Income. In addition, for the year ended December 31, 2011 we incurred $8.3 million of impairment charges for real estate and other fixed assets associated with the closure of the plants.

In May 2011, in conjunction with our integration strategy for the Exterior Portfolio LLC ("Exterior Portfolio") acquisition, we simplified some redundant selling, general and administrative functions. As part of this initiative, the Company completed a restructuring and consolidation plan within the siding business to optimize the organizational structure which resulted in $0.9 million and $0.5 million in restructuring costs for the years ended December 31, 2012 and 2011, respectively. These costs are included in the table below under the caption "Other". We do not expect any further costs associated with the integration of the Exterior Portfolio acquisition into our operations.

In the fourth quarter of 2008, we initiated a restructuring plan (the "Fourth Quarter 2008 Restructuring Plan") that included the permanent shut down of our 450 million pound polyvinyl chloride ("PVC") manufacturing facility in Sarnia, Ontario, the exit of a recycled PVC compound manufacturing facility in Woodbridge, Ontario, the consolidation of various manufacturing facilities and the elimination of certain duplicative activities in our operations. In connection with the Fourth Quarter 2008 Restructuring Plan, we incurred costs related to termination benefits, including severance, pension and postretirement benefits, operating lease termination costs, asset impairment charges, relocation and other exit costs and have recognized these costs in accordance with ASC subtopic 420-10, Exit or Disposal Cost Obligations, and related accounting standards. For the year ended December 31, 2011, we incurred and paid $0.6 million related to the settlement of pension and postretirement benefits from our permanently shut down PVC manufacturing facility in Sarnia. During the years ended December 31, 2012 and 2011, we incurred net recoveries for the sale of land and manufacturing equipment, respectively, associated with a prior restructuring plan to shut down a PVC manufacturing facility in Oklahoma. These recoveries are included in gain on sale of assets in the Consolidated Statements of Income for the years ended December 31, 2012 and 2011 and in the tables below as income in the additions column for the Chlorovinyls, Fourth Quarter 2008 Restructuring Plan, Exit costs and as a reduction in the cash payments column for the periods presented.

The expenses associated with the 2011 Building Products Restructuring Plan and the Fourth Quarter 2008 Restructuring Plan for the years ended December 31, 2012, 2011 and 2010 for severance and other exit costs were approximately $1.7 million, $2.1 million and $0.1 million, respectively, and are included in transaction related costs, restructuring and other, net, in the Consolidated Statements of Income. A summary of our restructuring activities recognized as a result of the 2011 Building Products Restructuring Plan and the Fourth Quarter 2008 Restructuring Plan, by reportable segment for the years ended December 31, 2012, 2011 and 2010, is as follows:

*(In thousands)*	Balance at December 31, 2011		Additions			Cash Payments			Foreign Exchange and Other Adjustments		Balance at December 31, 2012

Chlorovinyls
Fourth Quarter 2008 Restructuring Plan:
Involuntary termination benefits	$	69	$	(41	)	$	(29	)	$	1	$	-
Building Products
Fourth Quarter 2008 Restructuring Plan:
Involuntary termination benefits		898		-			(220	)		17		695
2011 Building Products Restructuring Plan:
Involuntary termination benefits		2,061		616			(1,728	)		29		978
Other:
Involuntary termination benefits		221		888			(160	)		2		951
Corporate
Other:
Involuntary termination benefits		154		238			(260	)		2		134

Total	$	3,403	$	1,701		$	(2,397	)	$	51	$	2,758

*(In thousands)*	Balance at December 31, 2010		Additions			Cash Payments			Foreign Exchange and Other Adjustments			Balance at December 31, 2011

Chlorovinyls
Fourth Quarter 2008 Restructuring Plan:
Involuntary termination benefits	$	108	$	643		$	(732	)	$	50		$	69
Exit costs		130		(1,272	)		1,150			(8	)		-
Building Products
Fourth Quarter 2008 Restructuring Plan:
Involuntary termination benefits		1,168		(52	)		(191	)		(27	)		898
2011 Building Products Restructuring Plan:
Involuntary termination benefits		-		2,281			(228	)		8			2,061
Other:
Involuntary termination benefits		86		521			(378	)		(8	)		221
Corporate
Other:
Involuntary termination benefits		156		-			-			(2	)		154

Total	$	1,648	$	2,121		$	(379	)	$	13		$	3,403

*(In thousands)*	Balance at December 31, 2009		Additions			Cash Payments			Foreign Exchange and Other Adjustments			Balance at December 31, 2010

Chlorovinyls
Fourth Quarter 2008 Restructuring Plan:
Involuntary termination benefits	$	1,030	$	120		$	(1,165	)	$	123		$	108
Exit costs		1,976		(478	)		(1,098	)		(270	)		130
Building Products
Fourth Quarter 2008 Restructuring Plan:
Involuntary termination benefits		2,418		364			(1,700	)		86			1,168
Other:
Involuntary termination benefits		1,221		(59	)		(1,106	)		30			86
Corporate
Other:
Involuntary termination benefits		48		155			-			(47	)		156

Total	$	6,693	$	102		$	(5,069	)	$	(78	)	$	1,648

For the year ended December 31, 2012, there was a $0.8 million net gain on the sale of tangible assets. The gain was due to the value at which equipment from our Milford, Indiana facility was sold exceeding our initial fair value assessment in connection with our restructuring activities as a result of the 2011 Building Products Restructuring Plan. This gain is included in long-lived asset impairment charges, net, in the Consolidated Statements of Income for the year ended December 31, 2012.

A summary of impairment of tangible long-lived assets incurred in connection with our restructuring activities relating to the 2011 Building Products Restructuring Plan and the Fourth Quarter 2008 Restructuring Plan, by reportable segment, for the years ended December 31, 2012 and 2011 is set forth in the table below. There were no impairment charges of tangible long-lived assets for the year ended December 31, 2010.

	Years Ended December 31,

*(In thousands)*	2012			2011
Building Products
Long-lived asset impairment charges (recoveries), net	$	(824	)	$	8,318

Total	$	(824	)	$	8,318

The total impairment of tangible long-lived assets for the years ended December 31, 2012 and 2011 is included in long-lived asset impairment charges in the Consolidated Statements of Income.