Step2 Acquires Thinkativity: An Award-Winning Creator of Learning Toys for Kids

(STREETSBORO, OHIO) - February 15, 2008 - The Step2 Company, LLC ("Step2") announced today that it is acquiring privately owned Thinkativity, Inc. ("Thinkativity"), headquartered in Englewood, New Jersey. Known for providing durable, imaginative and active fun, Step2 is a market leader in outdoor toys, playhouses, play kitchens, sand and water play, ride on toys, swing sets, wagons and kid's furniture. Thinkativity is an award-winning maker of early learning, electronic and other educational toys that teach children to create their own learning experiences. From infants to preschoolers, Thinkativity is at the cutting edge of developing innovative play patterns and products that inspire children to explore, play and learn.

Thinkativity toys, like the popular Little Storyteller® line of products, blend physical play with imaginative learning so that preschoolers independently control their early learning lessons. Many Thinkativity toys, like the Baby Grand Piano, Cookie the ABC Crocodile, and Sunny Sunshine are frequent award winners and have nationwide presence in mass market, specialty and online retailers.

Scott Levin, Step2 President and CEO, said, "Step2 is excited to partner with the creative team at Thinkativity to further broaden our offering of award-winning toys for families. With this addition to our Step2 family of companies, we now provide a wider array of well-made, innovative toys for people who care about the experiences their children have when they play."

Thinkativity will remain a key brand name for learning toys and its operations will be integrated to create a natural extension of complementary lines to the preschool category. In addition, cross merchandising and marketing opportunities for the expanded product lines will create earlier exposure in a child's life cycle for the Step2® brand than was previously possible. All of the Step2 Company brands build off the belief of developmental play as a cornerstone for early childhood education and growth. The Infantino toy company was recently acquired by Step2's parent company to further its commitment to providing quality products for infants and young children.

Yvonne V. Marsh, a Senior Managing Director of Liberty Partners, L.P., the majority owner of Step2 said, "The acquisition of Thinkativity demonstrates our strategy for future growth by providing a range of quality early learning products. With its commitment to innovative product development, Thinkativity adds a unique line to our overall creative developmental play portfolio." Jay Schiffman, Thinkativity President, added, "We are delighted to be teaming up with Step2 and we look forward to expanding our business alongside one of the market leaders in toddler toys and imaginative play."

About Step2
Step2, based in Streetsboro, Ohio, is the world's largest rotational molding manufacturer, designer and marketer of children's and home products sold under the Step2 brand, including children's play kitchens, playhouses, outdoor toys, as well as mailboxes, home & garden outdoor furniture and trash cans. Some of the company's most popular brands are Naturally Playful® LifeStyle®, MainStreet Village® and MailMaster®. Step2 distributes its toy and home & garden products through multiple retail channels including toy retailers, mass merchants, home centers, and the Internet. www.step2.com

About Thinkativity
Thinkativity is a leading innovator of electronic and early learning toys. Thinkativity's award-winning products help children learn as they grow. From early learning development toys to sophisticated preschool learning platforms, each product is designed to give children the necessary tools to absorb diverse learning experiences. Thinkativity creates affordable toys that stand out in the marketplace for their innovative play patterns, original musical compositions and stories, and their unique ability to inspire children to explore, play and learn. www.thinkativity.com

About Infantino
Infantino, headquartered in San Diego, CA is a leading designer and international distributor of innovative and original infant and toddler products. With fashion true designs, their popular product lines range from classic creative baby toys and puzzles, innovative soft baby carriers and simple, no fuss baby travel systems. The Infantino brand is a major player in the juvenile industry and continues to evolve by staying on top of industry market trends, fashion, unique licensing opportunities and emerging technologies that add value to their products. www.infantino.com

About Liberty Partners
Liberty Partners, L.P., acquired Step2 in 2006 and specializes in middle-market private equity investments in niche manufacturing, business services, and education-related companies. Since its founding in 1992, the firm has committed over $1 billion to more than 50 investments. Liberty typically seeks to deploy $20 million to $75 million of equity for controlling or substantial-minority positions in North American-based companies through a range of transaction structures - leveraged buyouts, corporate divestitures, recapitalizations, going-privates, build-ups, and growth financings. www.libertypartners.com

CONTACT:
Dotti Foltz, Vice President Marketing Communications
dfoltz@step2.net; 330-656-0440

Lisa Brogan, Current Lifestyle Marketing
lbrogan@currentlm.com; 310-854-8278