RPM Reports Fiscal 2013 Second-Quarter Results

                RPM Reports Fiscal 2013 Second-Quarter Results

-- Second-quarter net sales increase 11% over prior year

-- Second-quarter net income improves 17% over prior year, excluding one-time
adjustments in both years

-- First-half sales up 9%; net income improves 13%, excluding one-time
adjustments in both years

-- Company affirms full-year guidance for fiscal 2013, on an adjusted basis

PR Newswire

MEDINA, Ohio, Jan. 8, 2013

MEDINA, Ohio, Jan. 8, 2013 /PRNewswire/ -- RPM International Inc. (NYSE: RPM)
today reported a double-digit increase in net sales for its fiscal 2013 second
quarter ended November 30, 2012. Net income and diluted earnings per share
increased significantly over the prior year, excluding one-time adjustments in
both years.

Second-Quarter Results

Net sales increased 11.1% to $1.02 billion from $916.1 million a year ago. On
an as reported basis, consolidated EBIT decreased 3.7%, to $89.5 million from
$93.0 million in the year-ago second quarter. Second-quarter net income
declined 16.5%, to $41.7 million from $49.9 million in the fiscal 2012 second
quarter. Earnings per diluted share fell 18.4% to $0.31 from $0.38 a year ago.

The one-time adjustment in the fiscal 2013 second quarter was a non-cash
charge of $10.8million, or $0.09 per diluted share in corporate/other, for
the write-down of RPM's remaining equity investment in Kemrock Industries and
Exports Ltd., due to continued deteriorating economic conditions in India,
where Kemrock is based, and the resulting impact on Kemrock's operating
performance and stock price. The fiscal 2012 second quarter adjustment was for
income recognized in RPM's industrial segment, which occurred when RPM's
ownership position in Kemrock exceeded 20%, thereby triggering a reportable
equity ownership position and resulted in a benefit of $5.2 million, or $0.04
per diluted share, including a $4.6million cumulative income catch-up.

On an as adjusted basis, excluding the Kemrock impact from both periods, RPM's
fiscal 2013 second-quarter consolidated EBIT improved 14.3% to $100.4 million
from $87.8 million a year ago. Second-quarter net income grew 17.4% to $52.5
million from $44.7 million in the fiscal 2012 second quarter, while earnings
per diluted share improved 17.6% to $0.40 from $0.34 a year ago.

"Second-quarter operating results, on an adjusted basis, continue to meet our
plan with sales, EBIT and net income posting strong double-digit increases,"
stated Frank C. Sullivan, chairman and chief executive officer. "We are also
seeing benefits from our robust acquisition program, which has added
businesses generating approximately $300 million in annual sales during the
past 12 months," he stated.

Second-Quarter Segment Sales and Earnings

During the second quarter, on an as reported basis, industrial segment sales
grew 7.7% to $691.0million from $641.5 million in the fiscal 2012 second
quarter. Organic sales improved 1.2%, including 1.6% in foreign exchange
translation losses, while acquisition growth added 6.5%. Industrial segment
EBIT decreased 0.2% to $78.1 million from $78.3 million in the same period a
year ago. On an as adjusted basis, which excludes the Kemrock-related impact
from both periods, industrial segment EBIT grew 6.9% to $78.1 million from
$73.1 million a year ago.

"With the exception of our industrial businesses in Europe and our roofing
division, most of our industrial product lines continued to perform well,
including construction sealants, weather proofing and admixtures, as well as
many of our smaller, niche industrial products, such as edible coatings,
fluorescent pigments and disaster restoration solutions," Sullivan stated.

RPM's fiscal 2013 second-quarter consumer segment sales increased 18.9% to
$326.4 million from $274.6 million a year ago. Organic sales improved 6.2%,
with no foreign exchange impact, while acquisition growth added 12.7%.
Consumer segment EBIT improved 44.1%, to $38.6million from $26.8 million a
year ago.

"Our consumer product lines are performing to our expectations. They continue
to enjoy robust organic sales volume growth due to continued improvement in
the U.S. residential housing market and strong demand for higher-end new
products, while partially recouping lost margin from the moderation in raw
material costs compared to the prior year. Additionally, acquisition activity
over the past year, including Synta, Kirker and Australia-based HiChem,
contributed to the strong consumer segment sales and earnings growth in the
quarter," stated Sullivan.

Corporate and other expenses during the fiscal 2013 second quarter were higher
than the prior year by approximately $4.3 million, on an as adjusted basis,
due primarily to higher insurance, professional fees and pension expenses.

Cash Flow and Financial Position

For the first half of fiscal 2013, cash from operations was $127.6 million
compared to $110.0million a year ago. Capital expenditures of $30.8 million
compare to depreciation of $27.6 million during the first half of this fiscal
year. Total debt at November 30, 2012 increased to $1.42 billion from $1.09
billion at November 30, 2011 and $1.12 billion at May 31, 2012, primarily due
to additional borrowings to fund acquisitions. RPM's net (of cash)
debt-to-total capitalization ratio was 48.1%, compared to 40.3% at May 31,
2012, and it continues to be at the low end of the company's historic norms.
At November 30, 2012, liquidity stood at $962million, including cash of $262
million and $700 million in long-term committed available credit.

"Our solid cash and liquidity position is supporting a growing cash dividend,
increased capital investments and a very successful acquisition program,"
Sullivan stated.

First-Half Sales and Earnings

On an as reported basis, fiscal 2013 first-half net sales improved 8.5% to
$2.06 billion from $1.90 billion during the first six months of fiscal 2012.
Consolidated EBIT declined 24.6% to $173.1 million from $229.5 million during
the first six months of fiscal 2012. Net income declined 40.4% to $75.6
million from $126.7 million in the fiscal 2012 first half. Diluted earnings
per share fell 41.2% to $0.57 from $0.97 a year ago.

On an as adjusted basis, first-half sales increased 8.7% to $2.07 billion.
First-half EBIT was up 7.1% to $240.2 million from $224.3 million a year ago.
First-half net income grew 13.0% to $137.3 million from $121.5 million in the
fiscal 2012 first half. Fiscal 2013 first-half earnings per diluted share
were up 11.8% to $1.04 from $0.93 a year ago. In addition to the Kemrock
adjustments this fiscal year totaling $56.1 million, the first half also
included a one-time charge of $11.0 million in the company's Building
Solutions Group associated with a strategic decision to exit certain
unprofitable contracts outside North America and to focus on the successful
core roofing business in the United States and Canada.

First-Half Segment Sales and Earnings

On an as reported basis, RPM's industrial segment fiscal 2013 first-half sales
improved 6.6%, to $1.39 billion from $1.31 billion in the fiscal 2012 first
half. Organic sales decreased 0.7%, including net foreign exchange
translation losses of 3.5%, while acquisition growth added 7.3%. Industrial
segment EBIT declined 9.2% to $155.0 million from $170.8million a year ago.

On an as adjusted basis, industrial segment first-half net sales improved
6.8%, to $1.40 billion from $1.31 billion a year ago. Industrial segment EBIT
grew 6.2% to $175.8 million from $165.5 million in the 2012 first half.

First-half sales for the consumer segment increased 12.9% to $669.7 million
from $593.4 million a year ago. Organic sales increased 5.9% and acquisition
growth added an additional 7.0%. Consumer segment EBIT increased 24.4% to
$97.4 million from $78.3 million in the first half of fiscal 2012.

Acquisitions

Second-quarter acquisitions included Synta, Inc. and Kirker Enterprises, Inc.
Acquired by the Rust-Oleum Group on September 21, 2012, Synta is a $40 million
producer and marketer of innovative and unique exterior wood deck and concrete
restoration systems sold under the brands of Deck Restore and Concrete Restore
at leading home centers and other retail outlets. Acquired by the RPM2
Consumer Group on September 5, 2012, Kirker manufactures nail care enamels,
coatings components and related products for the personal care industry and
has sales of more than $100 million.

Business Outlook

"We reiterate our full-year guidance, which we increased when first-quarter
earnings were announced on October 3, 2012. We continue to anticipate sales
growth of 8% to 10% and growth in diluted earnings per share of 9% to 12%,
which equates to an EPS range of $1.80 to $1.85, on an as adjusted basis. As
usual, we expect weaker results for the seasonally difficult fiscal third
quarter ending February 28, 2013, but anticipate a strong fiscal 2013 fourth
quarter. We see continued strength in top- and bottom-line performance in our
consumer segment as the U.S. residential housing market steadily improves.
Most of our industrial businesses are also performing well, with the exception
of many European operations and the Building Solutions Group roofing division.
Current-year acquisitions will offset these weaker sectors and contribute to
our results. We also expect to continue the recent trend of recouping gross
profit margin during the last half of this fiscal year as well," Sullivan
stated.

Webcast and Conference Call Information

Management will host a conference call to further discuss these results
beginning at 10:00a.m. EST today. The call can be accessed by dialing
800-901-5241 or 617-786-2963 for international callers. Participants are
asked to call the assigned number approximately 10 minutes before the
conference call begins. The call, which will last approximately one hour,
will be open to the public, but only financial analysts will be permitted to
ask questions. The media and all other participants will be in a listen-only
mode.

For those unable to listen to the live call, a replay will be available from
approximately noon EST on January 8, 2013 until 11:59 p.m. EST on January 15,
2013. The replay can be accessed by dialing 888-286-8010 or 617-801-6888 for
international callers. The access code is 22890306. The call also will be
available both live and for replay, and as a written transcript, via the RPM
web site at www.rpminc.com. 

About RPM

RPM International Inc., a holding company, owns subsidiaries that are world
leaders in specialty coatings, sealants, building materials and related
services serving both industrial and consumer markets. RPM's industrial
products include roofing systems, sealants, corrosion control coatings,
flooring coatings and specialty chemicals. Industrial brands include Stonhard,
Tremco, illbruck, Carboline, Flowcrete, Universal Sealants and Euco. RPM's
consumer products are used by professionals and do-it-yourselfers for home
maintenance and improvement and by hobbyists. Consumer brands include Zinsser,
Rust-Oleum, DAP, Varathane and Testors. Additional details can be found
atwww.RPMinc.comand by following RPM on Twitter atwww.twitter.com/RPMintl.

For more information, contact Barry M. Slifstein, vice president – investor
relations and planning, at 330-273-5090 or bslifstein@rpminc.com.

This press release contains "forward-looking statements" relating to our
business. These forward-looking statements, or other statements made by us,
are made based on our expectations and beliefs concerning future events
impacting us, and are subject to uncertainties and factors (including those
specified below) which are difficult to predict and, in many instances, are
beyond our control. As a result, our actual results could differ materially
from those expressed in or implied by any such forward-looking statements.
These uncertainties and factors include (a) global markets and general
economic conditions, including uncertainties surrounding the volatility in
financial markets, the availability of capital and the effect of changes in
interest rates, and the viability of banks and other financial institutions;
(b)the prices, supply and capacity of raw materials, including assorted
pigments, resins, solvents and other natural gas- and oil-based materials;
packaging, including plastic containers; and transportation services,
including fuel surcharges; (c) continued growth in demand for our products;
(d) legal, environmental and litigation risks inherent in our construction and
chemicals businesses and risks related to the adequacy of our insurance
coverage for such matters; (e) the effect of changes in interest rates; (f)
the effect of fluctuations in currency exchange rates upon our foreign
operations; (g) the effect of non-currency risks of investing in and
conducting operations in foreign countries, including those relating to
domestic and international political, social, economic and regulatory factors;
(h) risks and uncertainties associated with our ongoing acquisition and
divestiture activities; (i) risks related to the adequacy of our contingent
liability reserves; (j) risks and uncertainties associated with the SPHC
bankruptcy proceedings; and (k) other risks detailed in our filings with the
Securities and Exchange Commission, including the risk factors set forth in
our Annual Report on Form 10-K for the year ended May31,2012, as the same
may be updated from time to time. We do not undertake any obligation to
publicly update or revise any forward-looking statements to reflect future
events, information or circumstances that arise after the date of this
release.



CONSOLIDATED
STATEMENTS OF INCOME
IN THOUSANDS, EXCEPT
PER SHARE DATA
(Unaudited)
                          AS REPORTED                                    ADJUSTED (a)
                          Three Months Ended    Six Months Ended         Three Months Ended     Six Months Ended
                          November 30,          November 30,             November 30,           November 30,
                          2012        2011      2012        2011         2012        2011       2012       2011
Net Sales                 $           $        $         $           $          $        $        $  
                          1,017,426  916,085  2,064,140   1,902,003    1,017,426  916,085    2,067,018  1,902,003
Cost of sales             592,425     547,064   1,205,259   1,123,356    592,425     547,064    1,202,718  1,123,356
Gross profit              425,001     369,021   858,881     778,647      425,001     369,021    864,300    778,647
Selling, general &
administrative            325,761     282,154   636,701     556,097      325,761     282,154    626,113    556,097
expenses
Interest expense          19,868      17,909    38,298      35,715       19,868      17,909     38,298     35,715
Investment (income),      (1,364)     (1,045)   (8,338)     (1,069)      (1,364)     (1,045)    (8,338)    (1,069)
net
Other expense             9,694       (6,167)   49,116      (6,970)      (1,125)     (957)      (1,976)    (1,760)
(income), net
Income before income      71,042      76,170    143,104     194,874      81,861      70,960     210,203    189,664
taxes
Provision for income      24,955      22,251    59,150      57,615       24,955      22,251     62,918     57,615
taxes
Net income                46,087      53,919    83,954      137,259      56,906      48,709     147,285    132,049
Less: Net income
attributable to           4,419       3,988     8,373       10,517       4,419       3,988      9,979      10,517
noncontrolling
interests
Net income attributable   $        $       $       $          $       $       $       $   
to RPM International      41,668      49,931   75,581     126,742     52,487      44,721     137,306   121,532
Inc. Stockholders
Earnings per share of
common stock
attributable to
      RPM
      International
      Inc.
      Stockholders:
Basic                     $       $      $       $        $       $      $      $    
                           0.32       0.38     0.57    0.97        0.40     0.34       1.04    0.93
Diluted                   $       $      $       $        $       $      $      $    
                           0.31       0.38     0.57    0.97        0.40     0.34       1.04    0.93
Average shares of
common stock              128,885     127,986   128,844     128,048      128,885     127,986    128,844    128,048
outstanding - basic
Average shares of
common stock              129,700     128,432   129,635     128,537      129,700     128,432    129,635    128,537
outstanding - diluted
      Refer to the attached page for a
(a) reconciliation of as reported figures to
      adjusted figures presented above.
SUPPLEMENTAL SEGMENT
INFORMATION
IN THOUSANDS
(Unaudited)
                          AS REPORTED                                    ADJUSTED (a)
                          Three Months Ended    Six Months Ended         Three Months Ended     Six Months Ended
                          November 30,          November 30,             November 30,           November 30,
                          2012        2011      2012        2011         2012        2011       2012       2011
Net Sales:
      Industrial          $         $        $         $           $        $        $        $  
      Segment             691,076     641,538  1,394,411   1,308,554    691,076     641,538    1,397,289  1,308,554
      Consumer            326,350     274,547   669,729     593,449      326,350     274,547    669,729    593,449
      Segment
       Total          $           $        $         $           $          $        $        $  
                          1,017,426  916,085  2,064,140   1,902,003    1,017,426  916,085    2,067,018  1,902,003
Income Before Income
Taxes (b):
      Industrial
      Segment
       Income         $        $       $        $          $       $       $       $   
      Before Income       75,495      77,224   149,799    168,770     75,495      72,014     170,541   163,560
      Taxes (b)
       Interest
      (Expense), Net      (2,626)     (1,065)   (5,234)     (1,982)      (2,626)     (1,065)    (5,234)    (1,982)
      (c)
       EBIT (d)       $        $       $        $          $       $       $       $   
                          78,121      78,289   155,033    170,752     78,121      73,079     175,775   165,542
      Consumer
      Segment
       Income         $        $       $       $         $       $       $      $    
      Before Income       38,561      26,753   97,349     78,265      38,561      26,753     97,349    78,265
      Taxes (b)
       Interest
      (Expense), Net      (19)        (21)      (19)        15           (19)        (21)       (19)       15
      (c)
       EBIT (d)       $        $       $       $         $       $       $      $    
                          38,580      26,774   97,368     78,250      38,580      26,774     97,368    78,250
      Corporate/Other
       (Expense)      $         $       $         $          $        $        $      $    
      Before Income       (43,014)    (27,807)  (104,044)  (52,161)    (32,195)   (27,807)  (57,687)   (52,161)
      Taxes (b)
       Interest
      (Expense), Net      (15,859)    (15,778)  (24,707)    (32,679)     (15,859)    (15,778)   (24,707)   (32,679)
      (c)
       EBIT (d)       $         $       $        $          $        $        $      $    
                          (27,155)    (12,029)  (79,337)   (19,482)    (16,336)   (12,029)  (32,980)   (19,482)
      
      Consolidated
      
      Income Before       $        $       $        $          $       $       $       $   
      Income Taxes        71,042      76,170   143,104    194,874     81,861      70,960     210,203   189,664
      (b)
      
      Interest            (18,504)    (16,864)  (29,960)    (34,646)     (18,504)    (16,864)   (29,960)   (34,646)
      (Expense), Net
      (c)
       EBIT      $        $       $        $          $        $       $       $   
      (d)                 89,546      93,034   173,064    229,520     100,365     87,824     240,163   224,310
(a)   Refer to the attached page for a reconciliation of as reported figures to adjusted figures presented above.
      The presentation includes a reconciliation of Income (Loss) Before Income Taxes, a
(b) measure defined by Generally Accepted Accounting Principles in the United States (GAAP),
      to EBIT.
      Interest (expense), net includes the
(c) combination of interest (expense) and
      investment income/(expense), net.
(d) EBIT is defined as earnings (loss) before interest and taxes. We evaluate the profit performance of our
      segments based on income before income taxes, but also look to EBIT as a performance evaluation measure
      because interest expense is essentially related to corporate acquisitions, as opposed to segment operations.
      For that reason, we believe EBIT is also useful to investors as a metric in their investment
      decisions. EBIT should not be considered an alternative to, or more meaningful than, operating income as
      determined in accordance with GAAP, since EBIT omits the impact of interest and taxes in determining
      operating performance, which represent items necessary to our continued operations, given our level of
      indebtedness and ongoing tax obligations. Nonetheless, EBIT is a key measure expected by and useful to our
      fixed income investors, rating agencies and the banking community all of whom believe, and we concur, that
      this measure is critical to the capital markets' analysis of our segments' core operating performance. We
      also evaluate EBIT because it is clear that movements in EBIT impact our ability to attract financing. Our
      underwriters and bankers consistently require inclusion of this measure in offering memoranda in conjunction
      with any debt underwriting or bank financing. EBIT may not be indicative of our historical operating results,
      nor is it meant to be predictive of potential future results.

CONSOLIDATED STATEMENTS OF INCOME
RECONCILIATION OF "AS REPORTED" TO
"ADJUSTED"
IN THOUSANDS, EXCEPT PER SHARE DATA
(Unaudited)
                Three Months Ended November 30, 2012    Three Months Ended November 30, 2011
                AS          Adjustments     ADJUSTED    AS          Adjustments     ADJUSTED
                REPORTED                                REPORTED
Net Sales       $          $          $           $        $          $  
                1,017,426   -             1,017,426  916,085      -             916,085
Cost of sales   592,425                     592,425     547,064                     547,064
Gross profit    425,001                     425,001     369,021                     369,021
Selling,
general &       325,761                     325,761     282,154                     282,154
administrative
expenses
Interest        19,868                      19,868      17,909                      17,909
expense
Investment      (1,364)                     (1,364)     (1,045)                     (1,045)
(income), net
Other expense   9,694       (10,819)    (1) (1,125)     (6,167)     5,210       (2) (957)
(income), net
Income before   71,042      10,819          81,861      76,170      (5,210)         70,960
income taxes
Provision for   24,955                      24,955      22,251                      22,251
income taxes
Net income      46,087      10,819          56,906      53,919      (5,210)         48,709
Less: Net
income
attributable    4,419                       4,419       3,988                       3,988
to
noncontrolling
interests
Net income
attributable to
RPM             $       $             $        $       $             $   
International   41,668      10,819          52,487      49,931      (5,210)        44,721
Inc.
Stockholders
Earnings per share
attributable to RPM
International Inc.
Stockholders:
Basic           $       $           $       $       $            $    
                  0.32    0.08             0.40        0.38    (0.04)          0.34
Diluted         $       $           $       $       $            $    
                  0.31    0.09             0.40        0.38    (0.04)          0.34
          Adjustment removes the impact of the write-down at Corporate of RPM's remaining
(1)       equity investment in Kemrock of $10,819 to zero in the second quarter of fiscal
          2013.
          Adjustment removes the income recognized by the industrial segment related to RPM's
(2)       equity method investment in Kemrock recognized during the second quarter of fiscal
          2012 of $5,210, which included a $4,631 cumulative catch-up.
                Six Months Ended November 30, 2012      Six Months Ended November 30, 2011
                AS          Adjustments     ADJUSTED    AS          Adjustments     ADJUSTED
                REPORTED                                REPORTED
Net Sales       $          $            $           $          $          $
                2,064,140  2,878           2,067,018  1,902,003   -             1,902,003
Cost of sales   1,205,259   (2,541)         1,202,718   1,123,356                   1,123,356
Gross profit    858,881     5,419       (3) 864,300     778,647                     778,647
Selling,
general &       636,701     (10,588)    (4) 626,113     556,097                     556,097
administrative
expenses
Interest        38,298                      38,298      35,715                      35,715
expense
Investment      (8,338)                     (8,338)     (1,069)                     (1,069)
(income), net
Other expense   49,116      (51,092)    (5) (1,976)     (6,970)     5,210       (2) (1,760)
(income), net
Income before   143,104     67,099          210,203     194,874     (5,210)         189,664
income taxes
Provision for   59,150      3,768           62,918      57,615                      57,615
income taxes
Net income      83,954      63,331          147,285     137,259     (5,210)         132,049
Less: Net
income
attributable    8,373       1,606           9,979       10,517                      10,517
to
noncontrolling
interests
Net income
attributable to
RPM             $       $             $         $        $             $  
International   75,581      61,725          137,306     126,742     (5,210)        121,532
Inc.
Stockholders
Earnings per share
attributable to RPM
International Inc.
Stockholders:
Basic           $       $           $       $       $            $    
                  0.57    0.47             1.04        0.97    (0.04)          0.93
Diluted         $       $           $       $       $            $    
                  0.57    0.47             1.04        0.97    (0.04)          0.93
          Represents an adjustment for revised cost estimates in the Roofing Division of RPM's
(3)       Building Solutions Group (industrial segment) in conjunction with unprofitable
          contracts outside of North America of $5,419 during the first quarter of fiscal
          2013.
          Adjustment includes $5,588 in Roofing exit costs and $5,000 of charges relating to
(4)       Kemrock investment write-downs at RPM's Performance Coatings Group (industrial
          segment) during the first quarter of fiscal 2013.
          Adjustments include the write-downs of Kemrock investments, including $35,538 at
(5)       Corporate and $4,735 at RPM's Performance Coatings Group (industrial segment) during
          the first quarter of fiscal 2013 and an additional $10,819 write-down at Corporate
          in the second quarter of fiscal 2013.

CONSOLIDATED BALANCE SHEETS
IN THOUSANDS
                                   November 30,   November 30,   May 31, 2012
                                   2012           2011
                                   (Unaudited)    (Unaudited)
Assets
Current Assets
 Cash and cash equivalents         $        $        $      
                                   261,940        300,955        315,968
 Trade accounts receivable         757,123        689,664        772,048
 Allowance for doubtful accounts   (29,226)       (27,839)       (26,507)
 Net trade accounts receivable     727,897        661,825        745,541
 Inventories                       545,678        510,527        489,978
 Deferred income taxes             21,041         16,950         19,868
 Prepaid expenses and other        241,984        230,954        239,982
 current assets
 Total current assets              1,798,540      1,721,211      1,811,337
Property, Plant and Equipment,     1,138,474      1,010,673      1,050,965
at Cost
 Allowance for depreciation and    (663,784)      (628,546)      (632,133)
 amortization
 Property, plant and equipment,    474,690        382,127        418,832
 net
Other Assets
 Goodwill                          1,120,437      865,529        849,346
 Other intangible assets, net of   478,212        353,652        345,620
 amortization
 Other                             93,691         109,494        134,885
 Total other assets                1,692,340      1,328,675      1,329,851
Total Assets                       $          $          $    
                                   3,965,570     3,432,013     3,560,020
Liabilities and Stockholders'
Equity
Current Liabilities
 Accounts payable                  $        $        $      
                                   316,105        324,519        391,467
 Current portion of long-term      2,068          1,950          2,584
 debt
 Accrued compensation and          127,447        124,262        166,178
 benefits
 Accrued loss reserves             60,629         52,783         54,652
 Other accrued liabilities         192,360        149,266        144,911
 Total current liabilities         698,609        652,780        759,792
Long-Term Liabilities
 Long-term debt, less current      1,413,101      1,092,454      1,112,952
 maturities
 Other long-term liabilities       409,538        225,519        346,967
 Deferred income taxes             51,780         73,233         26,326
 Total long-term liabilities       1,874,419      1,391,206      1,486,245
  Total liabilities              2,573,028      2,043,986      2,246,037
Stockholders' Equity
 Preferred stock; none issued
 Common stock (outstanding         1,323          1,312          1,316
 132,347; 131,233; 131,555)
 Paid-in capital                   753,693        743,118        742,895
 Treasury stock, at cost           (70,574)       (68,494)       (69,480)
 Accumulated other comprehensive   (145,835)      (74,999)       (177,893)
 (loss)
 Retained earnings                 704,345        654,157        686,818
  Total RPM International Inc. 1,242,952      1,255,094      1,183,656
 stockholders' equity
 Noncontrolling interest           149,590        132,933        130,327
  Total equity                 1,392,542      1,388,027      1,313,983
Total Liabilities and              $          $          $    
Stockholders' Equity               3,965,570     3,432,013     3,560,020

CONSOLIDATED STATEMENTS OF CASH FLOWS
IN THOUSANDS
(Unaudited)
                                                 Six Months Ended
                                                 November 30,
                                                 2012           2011
Cash Flows From Operating Activities:
 Net income                                     $   83,954  $   137,259
 Adjustments to reconcile net income to net
 cash provided by operating
activities:
 Depreciation                      27,644         25,891
 Amortization                      13,282         11,027
 Impairment loss on investment in  51,092
Kemrock
 Deferred income taxes             3,973          (1,620)
 Stock-based compensation expense  8,135          6,692
 Other                            (685)          (5,204)
 Changes in assets and liabilities, net of
effect
 from purchases and sales of
businesses:
 Decrease in receivables           51,830         76,864
 (Increase) in inventory           (33,198)       (24,687)
 Decrease (increase) in prepaid
expenses and other
 current and long-term        14,799         (10,040)
assets
 (Decrease) in accounts payable    (89,300)       (46,345)
 (Decrease) in accrued             (43,108)       (36,662)
compensation and benefits
 Increase (decrease) in accrued    5,393          (5,313)
loss reserves
 Increase (decrease) in other      36,663         (14,952)
accrued liabilities
 Other                             (2,853)        (2,880)
 Cash From Operating          127,621        110,030
Activities
Cash Flows From Investing Activities:
 Capital expenditures                        (30,849)       (18,353)
 Acquisition of businesses, net of cash      (396,785)      (132,905)
acquired
 Purchase of marketable securities           (68,442)       (39,337)
 Proceeds from sales of marketable           58,194         36,937
securities
 Other                                       4,103          4,072
 Cash (Used For) Investing    (433,779)      (149,586)
Activities
Cash Flows From Financing Activities:
 Additions to long-term and short-term debt  334,247        7,215
 Reductions of long-term and short-term      (41,269)       (22,845)
debt
 Cash dividends                              (58,054)       (55,620)
 Repurchase of stock                         (1,094)        (5,999)
 Other                                       5,650          3,181
 Cash Provided By (Used For)  239,480        (74,068)
Financing Activities
Effect of Exchange Rate Changes on Cash and
 Cash Equivalents                            12,650         (20,432)
Net Change in Cash and Cash Equivalents          (54,028)       (134,056)
Cash and Cash Equivalents at Beginning of Period 315,968        435,011
Cash and Cash Equivalents at End of Period       $  261,940   $   300,955

SOURCE RPM International Inc.

Website: http://www.rpminc.com