| Terms | Definitions |
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Platform; Successor;
We; Us; Our; the Company
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Platform Specialty Products Corporation, a Delaware corporation, and its subsidiaries, collectively, for all periods subsequent to the MacDermid Acquisition.
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A Shares
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2,150,000 Class A Junior Shares authorized and issued by the Predecessor on April 13, 2007 to employees who purchased both preferred and common shares of the Predecessor as part of a $7.0 million management buy-in of both preferred and common shares of the Predecessor.
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Acquisitions
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The Agriphar Acquisition, CAS Acquisition, Arysta Acquisition and MacDermid Acquisition, collectively.
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Agriphar
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Percival and its agrochemical business, Agriphar.
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Agriphar Acquisition
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Acquisition of Agriphar, completed on October 1, 2014.
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AIs
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Active ingredients.
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Amended and Restated
Credit Agreement
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Platform’s credit agreement dated April 12, 2007, as amended on June 7, 2013, October 31, 2013 (Amendment No. 1), August 6, 2014 (Second Amended and Restated Credit Agreement and the Further Amendments pursuant to Amendment No. 2), October 1, 2014 (Incremental Amendment No. 1) and February 13, 2015 (Amendment No. 3).
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Amendment No. 2
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Amendment No. 2, dated as of August 6, 2014, entered into among, inter alia, Platform, Platform Holdings, LLC, MacDermid, the subsidiaries of the borrowers from time to time parties thereto, the lenders from time to time parties thereto and Barclays Bank PLC, as administrative agent and collateral agent with respect to the Credit Agreement which made the Further Amendments to the Second Amended and Restated Credit Agreement upon consummation of the CAS Acquisition.
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Amendment No. 3
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Amendment No. 3, dated as of February 13, 2015, entered into among, Platform, Platform Holdings, LLC, MAS Holdings, NAIP and certain subsidiaries of Platform and Platform Holdings, LLC, the lenders from time to time parties thereto and Barclays Bank PLC to the Second Amended and Restated Credit Agreement upon consummation of the Arysta Acquisition.
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Annual Report
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This annual report on Form 10-K for the fiscal year ended December 31, 2014.
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Arysta
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Arysta LifeScience Limited, an Irish private limited company.
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Arysta Acquisition
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Acquisition of Arysta, completed on February 13, 2015.
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ASC
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Accounting Standard Codification.
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Asset-Lite, High-Touch
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Platform’s philosophy and business model, which involves dedicating extensive resources to research and development and highly technical customer service, while limiting investments in fixed assets and capital expenditures.
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B Shares
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1,364,000 Class B Junior Performance Shares issued by the Predecessor in May 2008 in order to compensate certain of the Predecessor’s employees for their long-term commitment to the Predecessor, motivate sustained increases in the Predecessor’s financial performance and, in a liquidation event, permit employees to share in the value of equity in the Predecessor.
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Board
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Platform’s board of directors.
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CAS
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AgroSolutions business of Chemtura.
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CAS Acquisition
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Acquisition of CAS, completed on November 3, 2014.
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Chemtura
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Chemtura Corporation, a Delaware corporation.
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Credit Facilities
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The First Lien Credit Facility and the Revolving Credit Facility, collectively, available under the Amended and Restated Credit Agreement.
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C Shares
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5,000,000 Class C Junior Shares authorized on January 29, 2013 by the Predecessor for issuance. The Class C Junior Shares were allocated to three tranches of 1,666,666 shares each and defined as Class C-1 Junior Shares, Class C-2 Junior Shares and Class C-3 Junior Shares. The number of issued and awarded Class C Junior Shares was 4,890,000 shares or 1,630,000 shares each for the Class C-1 Junior Shares, Class C-2 Junior Shares and Class C-3 Junior Shares.
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Debt Commitment Letter
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Commitment letter entered into on October 20, 2014 with Barclays Bank PLC, Credit Suisse AG, Cayman Islands Branch, Credit Suisse Securities (USA) LLC, Nomura Corporate Funding Americas, LLC, Nomura Securities International, Inc., UBS AG, Stamford Branch and UBS Securities LLC providing for the Facilities for the purposes of financing the proposed Arysta Acquisition and the fees and expenses in connection therewith, on the terms and subject to the conditions set forth in the commitment letter.
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Domestication
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Platform’s change of jurisdiction of incorporation from the British Virgin Islands to Delaware on January 22, 2014.
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ESPP
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Platform Specialty Products Corporation 2014 Employee Stock Purchase Plan, adopted by the Board on March 6, 2014 and approved by Platform’s stockholders at the annual meeting held on June 12, 2014.
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EU
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European Union.
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EURO Tranche
Terms Loans
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New term loans denominated in Euros in an aggregate amount of €205 million borrowed in connection with the CAS Acquisition.
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Exchange Act
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U.S. Securities Exchange Act of 1934, as amended.
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Facilities
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$1.60 billion term facility and senior unsecured bridge loans in an aggregate principal amount of $750 million incurred for the financing the Arysta Acquisition and the fees and expenses in connection therewith, on the terms and subject to the conditions set forth in the Debt Commitment Letter.
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Dodd-Frank
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Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010.
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FASB
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Financial Accounting Standard Board.
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B Shares
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1,364,000 Class B Junior Performance Shares issued by the Predecessor in May 2008 in order to compensate certain of the Predecessor’s employees for their long-term commitment to the Predecessor, motivate sustained increases in the Predecessor’s financial performance and, in a liquidation event, permit employees to share in the value of equity in the Predecessor.
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Board
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Platform’s board of directors.
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CAS
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AgroSolutions business of Chemtura.
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CAS Acquisition
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Acquisition of CAS, completed on November 3, 2014.
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Chemtura
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Chemtura Corporation, a Delaware corporation.
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Credit Facilities
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The First Lien Credit Facility and the Revolving Credit Facility, collectively, available under the Amended and Restated Credit Agreement.
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C Shares
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5,000,000 Class C Junior Shares authorized on January 29, 2013 by the Predecessor for issuance. The Class C Junior Shares were allocated to three tranches of 1,666,666 shares each and defined as Class C-1 Junior Shares, Class C-2 Junior Shares and Class C-3 Junior Shares. The number of issued and awarded Class C Junior Shares was 4,890,000 shares or 1,630,000 shares each for the Class C-1 Junior Shares, Class C-2 Junior Shares and Class C-3 Junior Shares.
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Debt Commitment Letter
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Commitment letter entered into on October 20, 2014 with Barclays Bank PLC, Credit Suisse AG, Cayman Islands Branch, Credit Suisse Securities (USA) LLC, Nomura Corporate Funding Americas, LLC, Nomura Securities International, Inc., UBS AG, Stamford Branch and UBS Securities LLC providing for the Facilities for the purposes of financing the proposed Arysta Acquisition and the fees and expenses in connection therewith, on the terms and subject to the conditions set forth in the commitment letter.
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Domestication
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Platform’s change of jurisdiction of incorporation from the British Virgin Islands to Delaware on January 22, 2014.
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ESPP
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Platform Specialty Products Corporation 2014 Employee Stock Purchase Plan, adopted by the Board on March 6, 2014 and approved by Platform’s stockholders at the annual meeting held on June 12, 2014.
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EU
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European Union.
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EURO Tranche
Terms Loans
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New term loans denominated in Euros in an aggregate amount of €205 million borrowed in connection with the CAS Acquisition.
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Exchange Act
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U.S. Securities Exchange Act of 1934, as amended.
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Facilities
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$1.60 billion term facility and senior unsecured bridge loans in an aggregate principal amount of $750 million incurred for the financing the Arysta Acquisition and the fees and expenses in connection therewith, on the terms and subject to the conditions set forth in the Debt Commitment Letter.
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Dodd-Frank
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Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010.
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FASB
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Financial Accounting Standard Board.
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B Shares
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1,364,000 Class B Junior Performance Shares issued by the Predecessor in May 2008 in order to compensate certain of the Predecessor’s employees for their long-term commitment to the Predecessor, motivate sustained increases in the Predecessor’s financial performance and, in a liquidation event, permit employees to share in the value of equity in the Predecessor.
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Board
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Platform’s board of directors.
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CAS
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AgroSolutions business of Chemtura.
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CAS Acquisition
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Acquisition of CAS, completed on November 3, 2014.
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Chemtura
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Chemtura Corporation, a Delaware corporation.
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Credit Facilities
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The First Lien Credit Facility and the Revolving Credit Facility, collectively, available under the Amended and Restated Credit Agreement.
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C Shares
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5,000,000 Class C Junior Shares authorized on January 29, 2013 by the Predecessor for issuance. The Class C Junior Shares were allocated to three tranches of 1,666,666 shares each and defined as Class C-1 Junior Shares, Class C-2 Junior Shares and Class C-3 Junior Shares. The number of issued and awarded Class C Junior Shares was 4,890,000 shares or 1,630,000 shares each for the Class C-1 Junior Shares, Class C-2 Junior Shares and Class C-3 Junior Shares.
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Debt Commitment Letter
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Commitment letter entered into on October 20, 2014 with Barclays Bank PLC, Credit Suisse AG, Cayman Islands Branch, Credit Suisse Securities (USA) LLC, Nomura Corporate Funding Americas, LLC, Nomura Securities International, Inc., UBS AG, Stamford Branch and UBS Securities LLC providing for the Facilities for the purposes of financing the proposed Arysta Acquisition and the fees and expenses in connection therewith, on the terms and subject to the conditions set forth in the commitment letter.
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Domestication
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Platform’s change of jurisdiction of incorporation from the British Virgin Islands to Delaware on January 22, 2014.
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ESPP
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Platform Specialty Products Corporation 2014 Employee Stock Purchase Plan, adopted by the Board on March 6, 2014 and approved by Platform’s stockholders at the annual meeting held on June 12, 2014.
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EU
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European Union.
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EURO Tranche
Terms Loans
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New term loans denominated in Euros in an aggregate amount of €205 million borrowed in connection with the CAS Acquisition.
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Exchange Act
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U.S. Securities Exchange Act of 1934, as amended.
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Facilities
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$1.60 billion term facility and senior unsecured bridge loans in an aggregate principal amount of $750 million incurred for the financing the Arysta Acquisition and the fees and expenses in connection therewith, on the terms and subject to the conditions set forth in the Debt Commitment Letter.
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Dodd-Frank
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Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010.
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FASB
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Financial Accounting Standard Board.
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B Shares
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1,364,000 Class B Junior Performance Shares issued by the Predecessor in May 2008 in order to compensate certain of the Predecessor’s employees for their long-term commitment to the Predecessor, motivate sustained increases in the Predecessor’s financial performance and, in a liquidation event, permit employees to share in the value of equity in the Predecessor.
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Board
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Platform’s board of directors.
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CAS
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AgroSolutions business of Chemtura.
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CAS Acquisition
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Acquisition of CAS, completed on November 3, 2014.
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Chemtura
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Chemtura Corporation, a Delaware corporation.
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Credit Facilities
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The First Lien Credit Facility and the Revolving Credit Facility, collectively, available under the Amended and Restated Credit Agreement.
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C Shares
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5,000,000 Class C Junior Shares authorized on January 29, 2013 by the Predecessor for issuance. The Class C Junior Shares were allocated to three tranches of 1,666,666 shares each and defined as Class C-1 Junior Shares, Class C-2 Junior Shares and Class C-3 Junior Shares. The number of issued and awarded Class C Junior Shares was 4,890,000 shares or 1,630,000 shares each for the Class C-1 Junior Shares, Class C-2 Junior Shares and Class C-3 Junior Shares.
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Debt Commitment Letter
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Commitment letter entered into on October 20, 2014 with Barclays Bank PLC, Credit Suisse AG, Cayman Islands Branch, Credit Suisse Securities (USA) LLC, Nomura Corporate Funding Americas, LLC, Nomura Securities International, Inc., UBS AG, Stamford Branch and UBS Securities LLC providing for the Facilities for the purposes of financing the proposed Arysta Acquisition and the fees and expenses in connection therewith, on the terms and subject to the conditions set forth in the commitment letter.
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Domestication
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Platform’s change of jurisdiction of incorporation from the British Virgin Islands to Delaware on January 22, 2014.
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ESPP
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Platform Specialty Products Corporation 2014 Employee Stock Purchase Plan, adopted by the Board on March 6, 2014 and approved by Platform’s stockholders at the annual meeting held on June 12, 2014.
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EU
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European Union.
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EURO Tranche
Terms Loans
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New term loans denominated in Euros in an aggregate amount of €205 million borrowed in connection with the CAS Acquisition.
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Exchange Act
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U.S. Securities Exchange Act of 1934, as amended.
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Facilities
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$1.60 billion term facility and senior unsecured bridge loans in an aggregate principal amount of $750 million incurred for the financing the Arysta Acquisition and the fees and expenses in connection therewith, on the terms and subject to the conditions set forth in the Debt Commitment Letter.
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Dodd-Frank
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Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010.
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FASB
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Financial Accounting Standard Board.
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FCPA
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Foreign Corrupt Practices Act of 1977, which prohibits companies and their intermediaries from making payments in violation of law to non-U.S. government officials for the purpose of obtaining or retaining business or securing any other improper advantage.
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First Lien Credit
Facility
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First lien credit facility available under the Amended and Restated Credit Agreement.
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Founder Entities
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Mariposa Acquisition, LLC and Berggruen Acquisition Holdings, IV, Ltd., collectively.
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Further
Amendments
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Further amendments to our Second Amended and Restated Credit Agreement pursuant to the Amendment No. 2 entered on August 6, 2014 by and among Platform, Barclays Bank PLC, the several lenders from time to time party thereto and the other parties thereto, which became effective upon the consummation of the CAS Acquisition on November 3, 2014.
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GVAP
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Platform’s Global Value Added Portfolio, which includes products in the herbicides, insecticides, fungicides and seed treatment categories, based on patented or proprietary off-patent AIs.
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IFRS
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International Financial Reporting Standards, as issued by the International Accounting Standards Board.
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Incremental
Amendment
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Incremental amendment No. 1 to the Amended and Restated Credit Agreement entered into on October 1, 2014 by and among Platform and MacDermid, as borrowers, MacDermid Holdings, certain subsidiaries of MacDermid Holdings and Platform, Barclays Bank PLC, as collateral agent and administrative agent, and the incremental lender party thereto through an increase in our existing Tranche B term loans in an aggregate principal amount of $300 million.
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Initial Public
Offering
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Initial public offering of Platform (formerly named “Platform Acquisition Holdings Limited”) completed on the London Stock Exchange on May 22, 2013, raising net proceeds of approximately $881 million.
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JOBS Act
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Jumpstart Our Business Startups Act of 2012.
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MacDermid
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MacDermid, Incorporated, a Connecticut corporation.
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MacDermid
Acquisition
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Platform’s acquisition on October 31, 2013 of substantially all of the equity of MacDermid Holdings, which, at the time, owned approximately 97% of MacDermid. As a result, Platform became a holding company for the MacDermid business. Platform acquired the remaining 3% of MacDermid on March 4, 2014, pursuant to the terms of an Exchange Agreement, dated October 25, 2013, between Platform and the fiduciaries of the 401K Plan.
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MacDermid
Holdings
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MacDermid Holdings, LLC which, at the time of the MacDermid Acquisition, owned approximately 97% of MacDermid, a subsidiary of MacDermid Holdings.
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May Private
Placement
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Private placement of an aggregate of 15,800,000 shares of our common stock completed on May 20, 2014 at a purchase price of $19.00 per share, raising net proceeds of approximately $287 million.
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MAS Holdings
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MacDermid Agricultural Solutions Holdings B.V., a company organized under the laws of the Netherlands and a subsidiary of Platform.
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FCPA
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Foreign Corrupt Practices Act of 1977, which prohibits companies and their intermediaries from making payments in violation of law to non-U.S. government officials for the purpose of obtaining or retaining business or securing any other improper advantage.
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First Lien Credit
Facility
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First lien credit facility available under the Amended and Restated Credit Agreement.
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Founder Entities
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Mariposa Acquisition, LLC and Berggruen Acquisition Holdings, IV, Ltd., collectively.
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Further
Amendments
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Further amendments to our Second Amended and Restated Credit Agreement pursuant to the Amendment No. 2 entered on August 6, 2014 by and among Platform, Barclays Bank PLC, the several lenders from time to time party thereto and the other parties thereto, which became effective upon the consummation of the CAS Acquisition on November 3, 2014.
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GVAP
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Platform’s Global Value Added Portfolio, which includes products in the herbicides, insecticides, fungicides and seed treatment categories, based on patented or proprietary off-patent AIs.
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IFRS
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International Financial Reporting Standards, as issued by the International Accounting Standards Board.
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Incremental
Amendment
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Incremental amendment No. 1 to the Amended and Restated Credit Agreement entered into on October 1, 2014 by and among Platform and MacDermid, as borrowers, MacDermid Holdings, certain subsidiaries of MacDermid Holdings and Platform, Barclays Bank PLC, as collateral agent and administrative agent, and the incremental lender party thereto through an increase in our existing Tranche B term loans in an aggregate principal amount of $300 million.
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Initial Public
Offering
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Initial public offering of Platform (formerly named “Platform Acquisition Holdings Limited”) completed on the London Stock Exchange on May 22, 2013, raising net proceeds of approximately $881 million.
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JOBS Act
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Jumpstart Our Business Startups Act of 2012.
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MacDermid
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MacDermid, Incorporated, a Connecticut corporation.
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MacDermid
Acquisition
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Platform’s acquisition on October 31, 2013 of substantially all of the equity of MacDermid Holdings, which, at the time, owned approximately 97% of MacDermid. As a result, Platform became a holding company for the MacDermid business. Platform acquired the remaining 3% of MacDermid on March 4, 2014, pursuant to the terms of an Exchange Agreement, dated October 25, 2013, between Platform and the fiduciaries of the 401K Plan.
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MacDermid
Holdings
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MacDermid Holdings, LLC which, at the time of the MacDermid Acquisition, owned approximately 97% of MacDermid, a subsidiary of MacDermid Holdings.
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May Private
Placement
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Private placement of an aggregate of 15,800,000 shares of our common stock completed on May 20, 2014 at a purchase price of $19.00 per share, raising net proceeds of approximately $287 million.
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MAS Holdings
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MacDermid Agricultural Solutions Holdings B.V., a company organized under the laws of the Netherlands and a subsidiary of Platform.
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FCPA
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Foreign Corrupt Practices Act of 1977, which prohibits companies and their intermediaries from making payments in violation of law to non-U.S. government officials for the purpose of obtaining or retaining business or securing any other improper advantage.
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First Lien Credit
Facility
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First lien credit facility available under the Amended and Restated Credit Agreement.
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Founder Entities
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Mariposa Acquisition, LLC and Berggruen Acquisition Holdings, IV, Ltd., collectively.
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Further
Amendments
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Further amendments to our Second Amended and Restated Credit Agreement pursuant to the Amendment No. 2 entered on August 6, 2014 by and among Platform, Barclays Bank PLC, the several lenders from time to time party thereto and the other parties thereto, which became effective upon the consummation of the CAS Acquisition on November 3, 2014.
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GVAP
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Platform’s Global Value Added Portfolio, which includes products in the herbicides, insecticides, fungicides and seed treatment categories, based on patented or proprietary off-patent AIs.
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IFRS
|
International Financial Reporting Standards, as issued by the International Accounting Standards Board.
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Incremental
Amendment
|
Incremental amendment No. 1 to the Amended and Restated Credit Agreement entered into on October 1, 2014 by and among Platform and MacDermid, as borrowers, MacDermid Holdings, certain subsidiaries of MacDermid Holdings and Platform, Barclays Bank PLC, as collateral agent and administrative agent, and the incremental lender party thereto through an increase in our existing Tranche B term loans in an aggregate principal amount of $300 million.
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Initial Public
Offering
|
Initial public offering of Platform (formerly named “Platform Acquisition Holdings Limited”) completed on the London Stock Exchange on May 22, 2013, raising net proceeds of approximately $881 million.
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JOBS Act
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Jumpstart Our Business Startups Act of 2012.
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MacDermid
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MacDermid, Incorporated, a Connecticut corporation.
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MacDermid
Acquisition
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Platform’s acquisition on October 31, 2013 of substantially all of the equity of MacDermid Holdings, which, at the time, owned approximately 97% of MacDermid. As a result, Platform became a holding company for the MacDermid business. Platform acquired the remaining 3% of MacDermid on March 4, 2014, pursuant to the terms of an Exchange Agreement, dated October 25, 2013, between Platform and the fiduciaries of the 401K Plan.
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MacDermid
Holdings
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MacDermid Holdings, LLC which, at the time of the MacDermid Acquisition, owned approximately 97% of MacDermid, a subsidiary of MacDermid Holdings.
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May Private
Placement
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Private placement of an aggregate of 15,800,000 shares of our common stock completed on May 20, 2014 at a purchase price of $19.00 per share, raising net proceeds of approximately $287 million.
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MAS Holdings
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MacDermid Agricultural Solutions Holdings B.V., a company organized under the laws of the Netherlands and a subsidiary of Platform.
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FCPA
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Foreign Corrupt Practices Act of 1977, which prohibits companies and their intermediaries from making payments in violation of law to non-U.S. government officials for the purpose of obtaining or retaining business or securing any other improper advantage.
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First Lien Credit
Facility
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First lien credit facility available under the Amended and Restated Credit Agreement.
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Founder Entities
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Mariposa Acquisition, LLC and Berggruen Acquisition Holdings, IV, Ltd., collectively.
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Further
Amendments
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Further amendments to our Second Amended and Restated Credit Agreement pursuant to the Amendment No. 2 entered on August 6, 2014 by and among Platform, Barclays Bank PLC, the several lenders from time to time party thereto and the other parties thereto, which became effective upon the consummation of the CAS Acquisition on November 3, 2014.
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GVAP
|
Platform’s Global Value Added Portfolio, which includes products in the herbicides, insecticides, fungicides and seed treatment categories, based on patented or proprietary off-patent AIs.
|
|
IFRS
|
International Financial Reporting Standards, as issued by the International Accounting Standards Board.
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|
Incremental
Amendment
|
Incremental amendment No. 1 to the Amended and Restated Credit Agreement entered into on October 1, 2014 by and among Platform and MacDermid, as borrowers, MacDermid Holdings, certain subsidiaries of MacDermid Holdings and Platform, Barclays Bank PLC, as collateral agent and administrative agent, and the incremental lender party thereto through an increase in our existing Tranche B term loans in an aggregate principal amount of $300 million.
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Initial Public
Offering
|
Initial public offering of Platform (formerly named “Platform Acquisition Holdings Limited”) completed on the London Stock Exchange on May 22, 2013, raising net proceeds of approximately $881 million.
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JOBS Act
|
Jumpstart Our Business Startups Act of 2012.
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MacDermid
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MacDermid, Incorporated, a Connecticut corporation.
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MacDermid
Acquisition
|
Platform’s acquisition on October 31, 2013 of substantially all of the equity of MacDermid Holdings, which, at the time, owned approximately 97% of MacDermid. As a result, Platform became a holding company for the MacDermid business. Platform acquired the remaining 3% of MacDermid on March 4, 2014, pursuant to the terms of an Exchange Agreement, dated October 25, 2013, between Platform and the fiduciaries of the 401K Plan.
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MacDermid
Holdings
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MacDermid Holdings, LLC which, at the time of the MacDermid Acquisition, owned approximately 97% of MacDermid, a subsidiary of MacDermid Holdings.
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May Private
Placement
|
Private placement of an aggregate of 15,800,000 shares of our common stock completed on May 20, 2014 at a purchase price of $19.00 per share, raising net proceeds of approximately $287 million.
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MAS Holdings
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MacDermid Agricultural Solutions Holdings B.V., a company organized under the laws of the Netherlands and a subsidiary of Platform.
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NIAP
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Netherlands Agricultural Investment Partners, LLC, a company organized under the laws of the Netherlands and a subsidiary of Platform.
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NYSE
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New York Stock Exchange.
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New Tranche
B Term Loans
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New Tranche B term loans denominated in U.S. dollars in an aggregate principal amount of $130 million, borrowed in connection with the CAS Acquisition through an increase in Platform’s existing tranche B term loan facility.
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New Tranche
B-2 Term Loans
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New Tranche B-2 term loans denominated in U.S. dollars in an aggregate principal amount of up to $500 million, borrowed in connection with the Arysta Acquisition through an increase in Platform’s existing tranche B term loan facility.
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Notes Offering
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Private offering of $1.1 billion aggregate principal amount of 6.50% USD Notes due 2022 and €350 million aggregate principal amount of 6.00% EUR Notes due 2023 to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to non-U.S. persons in accordance with Regulation S under the Securities Act, completed on February 2, 2015.
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November Resale
Registration Statement
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Registration statement on Form S-1 (File No. 333-199817) initially filed on November 3, 2014 to register the resale of all of the shares sold in the October/November Private Placement. The November Resale Registration Statement was amended on November 10, 2014 and declared effective that same day.
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October/November
Private Placement
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Private placement of an aggregate of 16,060,960 shares and 9,404,064 shares of our common stock completed on October 8, 2014 and November 6, 2014, respectively, at a price of $25.59 per share, raising net proceeds of approximately $651.5 million.
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Original Seller
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Nalozo S.à.r.l., a Luxembourg limited liability company and the original seller in the Arysta Acquisition.
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PCAOB
|
Public Company Accounting Oversight Board.
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PDH
|
Platform Delaware Holdings, Inc., a subsidiary of Platform.
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PDH Common Stock
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Shares of common stock of PDH.
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Pension Plan
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MacDermid, Incorporated Employees’ Pension Plan (as amended and restated, effective January 1, 2009), a non-contributory domestic defined benefit pension plan.
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Percival
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Percival S.A., a société anonyme incorporated and organized under the laws of Belgium, acquired by Platform on October 1, 2014.
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Pershing Square
|
Pershing Square Capital Management, L.P.
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Predecessor
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MacDermid and its subsidiaries, collectively, for all periods prior to the MacDermid Acquisition.
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Predecessor 2011 Period
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MacDermid’s fiscal year ended December 31, 2011.
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Predecessor 2012 Period
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MacDermid’s fiscal year ended December 31, 2012.
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Predecessor 2013 Period
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Ten-month period from January 1, 2013 through October 31, 2013.
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NIAP
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Netherlands Agricultural Investment Partners, LLC, a company organized under the laws of the Netherlands and a subsidiary of Platform.
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NYSE
|
New York Stock Exchange.
|
|
New Tranche
B Term Loans
|
New Tranche B term loans denominated in U.S. dollars in an aggregate principal amount of $130 million, borrowed in connection with the CAS Acquisition through an increase in Platform’s existing tranche B term loan facility.
|
|
New Tranche
B-2 Term Loans
|
New Tranche B-2 term loans denominated in U.S. dollars in an aggregate principal amount of up to $500 million, borrowed in connection with the Arysta Acquisition through an increase in Platform’s existing tranche B term loan facility.
|
|
Notes Offering
|
Private offering of $1.1 billion aggregate principal amount of 6.50% USD Notes due 2022 and €350 million aggregate principal amount of 6.00% EUR Notes due 2023 to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to non-U.S. persons in accordance with Regulation S under the Securities Act, completed on February 2, 2015.
|
|
November Resale
Registration Statement
|
Registration statement on Form S-1 (File No. 333-199817) initially filed on November 3, 2014 to register the resale of all of the shares sold in the October/November Private Placement. The November Resale Registration Statement was amended on November 10, 2014 and declared effective that same day.
|
|
October/November
Private Placement
|
Private placement of an aggregate of 16,060,960 shares and 9,404,064 shares of our common stock completed on October 8, 2014 and November 6, 2014, respectively, at a price of $25.59 per share, raising net proceeds of approximately $651.5 million.
|
|
Original Seller
|
Nalozo S.à.r.l., a Luxembourg limited liability company and the original seller in the Arysta Acquisition.
|
|
PCAOB
|
Public Company Accounting Oversight Board.
|
|
PDH
|
Platform Delaware Holdings, Inc., a subsidiary of Platform.
|
|
PDH Common Stock
|
Shares of common stock of PDH.
|
|
Pension Plan
|
MacDermid, Incorporated Employees’ Pension Plan (as amended and restated, effective January 1, 2009), a non-contributory domestic defined benefit pension plan.
|
|
Percival
|
Percival S.A., a société anonyme incorporated and organized under the laws of Belgium, acquired by Platform on October 1, 2014.
|
|
Pershing Square
|
Pershing Square Capital Management, L.P.
|
|
Predecessor
|
MacDermid and its subsidiaries, collectively, for all periods prior to the MacDermid Acquisition.
|
|
Predecessor 2011 Period
|
MacDermid’s fiscal year ended December 31, 2011.
|
|
Predecessor 2012 Period
|
MacDermid’s fiscal year ended December 31, 2012.
|
|
Predecessor 2013 Period
|
Ten-month period from January 1, 2013 through October 31, 2013.
|
|
NIAP
|
Netherlands Agricultural Investment Partners, LLC, a company organized under the laws of the Netherlands and a subsidiary of Platform.
|
|
NYSE
|
New York Stock Exchange.
|
|
New Tranche
B Term Loans
|
New Tranche B term loans denominated in U.S. dollars in an aggregate principal amount of $130 million, borrowed in connection with the CAS Acquisition through an increase in Platform’s existing tranche B term loan facility.
|
|
New Tranche
B-2 Term Loans
|
New Tranche B-2 term loans denominated in U.S. dollars in an aggregate principal amount of up to $500 million, borrowed in connection with the Arysta Acquisition through an increase in Platform’s existing tranche B term loan facility.
|
|
Notes Offering
|
Private offering of $1.1 billion aggregate principal amount of 6.50% USD Notes due 2022 and €350 million aggregate principal amount of 6.00% EUR Notes due 2023 to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to non-U.S. persons in accordance with Regulation S under the Securities Act, completed on February 2, 2015.
|
|
November Resale
Registration Statement
|
Registration statement on Form S-1 (File No. 333-199817) initially filed on November 3, 2014 to register the resale of all of the shares sold in the October/November Private Placement. The November Resale Registration Statement was amended on November 10, 2014 and declared effective that same day.
|
|
October/November
Private Placement
|
Private placement of an aggregate of 16,060,960 shares and 9,404,064 shares of our common stock completed on October 8, 2014 and November 6, 2014, respectively, at a price of $25.59 per share, raising net proceeds of approximately $651.5 million.
|
|
Original Seller
|
Nalozo S.à.r.l., a Luxembourg limited liability company and the original seller in the Arysta Acquisition.
|
|
PCAOB
|
Public Company Accounting Oversight Board.
|
|
PDH
|
Platform Delaware Holdings, Inc., a subsidiary of Platform.
|
|
PDH Common Stock
|
Shares of common stock of PDH.
|
|
Pension Plan
|
MacDermid, Incorporated Employees’ Pension Plan (as amended and restated, effective January 1, 2009), a non-contributory domestic defined benefit pension plan.
|
|
Percival
|
Percival S.A., a société anonyme incorporated and organized under the laws of Belgium, acquired by Platform on October 1, 2014.
|
|
Pershing Square
|
Pershing Square Capital Management, L.P.
|
|
Predecessor
|
MacDermid and its subsidiaries, collectively, for all periods prior to the MacDermid Acquisition.
|
|
Predecessor 2011 Period
|
MacDermid’s fiscal year ended December 31, 2011.
|
|
Predecessor 2012 Period
|
MacDermid’s fiscal year ended December 31, 2012.
|
|
Predecessor 2013 Period
|
Ten-month period from January 1, 2013 through October 31, 2013.
|
|
NIAP
|
Netherlands Agricultural Investment Partners, LLC, a company organized under the laws of the Netherlands and a subsidiary of Platform.
|
|
NYSE
|
New York Stock Exchange.
|
|
New Tranche
B Term Loans
|
New Tranche B term loans denominated in U.S. dollars in an aggregate principal amount of $130 million, borrowed in connection with the CAS Acquisition through an increase in Platform’s existing tranche B term loan facility.
|
|
New Tranche
B-2 Term Loans
|
New Tranche B-2 term loans denominated in U.S. dollars in an aggregate principal amount of up to $500 million, borrowed in connection with the Arysta Acquisition through an increase in Platform’s existing tranche B term loan facility.
|
|
Notes Offering
|
Private offering of $1.1 billion aggregate principal amount of 6.50% USD Notes due 2022 and €350 million aggregate principal amount of 6.00% EUR Notes due 2023 to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to non-U.S. persons in accordance with Regulation S under the Securities Act, completed on February 2, 2015.
|
|
November Resale
Registration Statement
|
Registration statement on Form S-1 (File No. 333-199817) initially filed on November 3, 2014 to register the resale of all of the shares sold in the October/November Private Placement. The November Resale Registration Statement was amended on November 10, 2014 and declared effective that same day.
|
|
October/November
Private Placement
|
Private placement of an aggregate of 16,060,960 shares and 9,404,064 shares of our common stock completed on October 8, 2014 and November 6, 2014, respectively, at a price of $25.59 per share, raising net proceeds of approximately $651.5 million.
|
|
Original Seller
|
Nalozo S.à.r.l., a Luxembourg limited liability company and the original seller in the Arysta Acquisition.
|
|
PCAOB
|
Public Company Accounting Oversight Board.
|
|
PDH
|
Platform Delaware Holdings, Inc., a subsidiary of Platform.
|
|
PDH Common Stock
|
Shares of common stock of PDH.
|
|
Pension Plan
|
MacDermid, Incorporated Employees’ Pension Plan (as amended and restated, effective January 1, 2009), a non-contributory domestic defined benefit pension plan.
|
|
Percival
|
Percival S.A., a société anonyme incorporated and organized under the laws of Belgium, acquired by Platform on October 1, 2014.
|
|
Pershing Square
|
Pershing Square Capital Management, L.P.
|
|
Predecessor
|
MacDermid and its subsidiaries, collectively, for all periods prior to the MacDermid Acquisition.
|
|
Predecessor 2011 Period
|
MacDermid’s fiscal year ended December 31, 2011.
|
|
Predecessor 2012 Period
|
MacDermid’s fiscal year ended December 31, 2012.
|
|
Predecessor 2013 Period
|
Ten-month period from January 1, 2013 through October 31, 2013.
|
|
Public Offering
|
Underwritten registered public offering of 16,445,000 shares of our common stock completed on November 17, 2014 at a public offering price of $24.50 per share, raising gross proceeds of approximately $403 million.
|
|
REACH
|
Regulation (EC) No 1907/2006 of the European Parliament and the Council dated December 18, 2006 relating to the Registration, Evaluation, Authorization and Restriction of Chemicals which became effective on June 1, 2007 and requires manufacturers and importers of most chemicals in the EU to register these chemicals and evaluate their potential impact on human health and the environment.
|
|
Retaining Holder
|
Each Holder of an equity interest of MacDermid Holdings immediately prior to the closing if the MacDermid Acquisition, not owned by Platform, who executed a RHSA.
|
|
Revolving Credit
Facility
|
Revolving Credit Facility available under the Amended and Restated Credit Agreement.
|
|
ROA
|
Returns on assets.
|
|
RSUs
|
Restricted stock units issued by Platform from time to time under the 2013 Plan.
|
|
RHSA
|
Retaining Holder Securityholders’ Agreement dated October 10, 2013 entered into by and between Platform and each Retaining Holder pursuant to which they agreed to exchange their respective interests in MacDermid Holdings for shares of PDH Common Stock, at an exchange rate of $11.00 per share plus (i) a proportionate share of the $100 million contingent consideration and (ii) an interest in certain MacDermid pending litigation.
|
|
Sarbanes-Oxley
|
Sarbanes-Oxley Act of 2002.
|
|
SEC
|
U.S. Securities and Exchange Commission.
|
|
Second Amended and
Restated Credit
Agreement
|
Second Amended and Restated Credit Agreement, dated as of August 6, 2014, among, inter alia, Platform, Platform Holdings, LLC, MacDermid, the subsidiaries of the borrowers from time to time parties thereto, the lenders from time to time parties thereto and Barclays Bank PLC, as administrative agent and collateral agent which generally provided for, among other things, (i) increased flexibility with respect to permitted acquisitions, (ii) the ability to request incremental facilities in currencies other than U.S. Dollars, and (iii) securing foreign assets in support of future term loans.
|
|
Securities Act
|
U.S. Securities Act of 1933, as amended.
|
|
Seller
|
Nalozo, L.P., an affiliate of the Original Seller who became the seller in the Arysta Acquisition pursuant to an amendment to the share purchase agreement dated February 11, 2015.
|
|
Seller Resale
Registration Statement
|
Registration statement on Form S-3 (File No. 333-202287) initially filed on February 25, 2015 to register the resale of a maximum of 22,107,590 shares of common stock issuable upon conversion of the Series B Preferred Stock pursuant to a registration rights agreement entered into with the Seller dated February 13, 2015. The Seller Registration Statement was amended on March 20, 2015 and is expected to be declared effective by the SEC in early April 2015.
|
|
Series A Preferred
Stock
|
2,000,000 shares of Platform’s Series A preferred stock which were automatically converted from ordinary shares held by the Founder Entities upon the Domestication, and which are convertible into shares of Platform’s common stock, on a one-for-one basis, at any time at the option of the Founder Entities.
|
|
Public Offering
|
Underwritten registered public offering of 16,445,000 shares of our common stock completed on November 17, 2014 at a public offering price of $24.50 per share, raising gross proceeds of approximately $403 million.
|
|
REACH
|
Regulation (EC) No 1907/2006 of the European Parliament and the Council dated December 18, 2006 relating to the Registration, Evaluation, Authorization and Restriction of Chemicals which became effective on June 1, 2007 and requires manufacturers and importers of most chemicals in the EU to register these chemicals and evaluate their potential impact on human health and the environment.
|
|
Retaining Holder
|
Each Holder of an equity interest of MacDermid Holdings immediately prior to the closing if the MacDermid Acquisition, not owned by Platform, who executed a RHSA.
|
|
Revolving Credit
Facility
|
Revolving Credit Facility available under the Amended and Restated Credit Agreement.
|
|
ROA
|
Returns on assets.
|
|
RSUs
|
Restricted stock units issued by Platform from time to time under the 2013 Plan.
|
|
RHSA
|
Retaining Holder Securityholders’ Agreement dated October 10, 2013 entered into by and between Platform and each Retaining Holder pursuant to which they agreed to exchange their respective interests in MacDermid Holdings for shares of PDH Common Stock, at an exchange rate of $11.00 per share plus (i) a proportionate share of the $100 million contingent consideration and (ii) an interest in certain MacDermid pending litigation.
|
|
Sarbanes-Oxley
|
Sarbanes-Oxley Act of 2002.
|
|
SEC
|
U.S. Securities and Exchange Commission.
|
|
Second Amended and
Restated Credit
Agreement
|
Second Amended and Restated Credit Agreement, dated as of August 6, 2014, among, inter alia, Platform, Platform Holdings, LLC, MacDermid, the subsidiaries of the borrowers from time to time parties thereto, the lenders from time to time parties thereto and Barclays Bank PLC, as administrative agent and collateral agent which generally provided for, among other things, (i) increased flexibility with respect to permitted acquisitions, (ii) the ability to request incremental facilities in currencies other than U.S. Dollars, and (iii) securing foreign assets in support of future term loans.
|
|
Securities Act
|
U.S. Securities Act of 1933, as amended.
|
|
Seller
|
Nalozo, L.P., an affiliate of the Original Seller who became the seller in the Arysta Acquisition pursuant to an amendment to the share purchase agreement dated February 11, 2015.
|
|
Seller Resale
Registration Statement
|
Registration statement on Form S-3 (File No. 333-202287) initially filed on February 25, 2015 to register the resale of a maximum of 22,107,590 shares of common stock issuable upon conversion of the Series B Preferred Stock pursuant to a registration rights agreement entered into with the Seller dated February 13, 2015. The Seller Registration Statement was amended on March 20, 2015 and is expected to be declared effective by the SEC in early April 2015.
|
|
Series A Preferred
Stock
|
2,000,000 shares of Platform’s Series A preferred stock which were automatically converted from ordinary shares held by the Founder Entities upon the Domestication, and which are convertible into shares of Platform’s common stock, on a one-for-one basis, at any time at the option of the Founder Entities.
|
|
Public Offering
|
Underwritten registered public offering of 16,445,000 shares of our common stock completed on November 17, 2014 at a public offering price of $24.50 per share, raising gross proceeds of approximately $403 million.
|
|
REACH
|
Regulation (EC) No 1907/2006 of the European Parliament and the Council dated December 18, 2006 relating to the Registration, Evaluation, Authorization and Restriction of Chemicals which became effective on June 1, 2007 and requires manufacturers and importers of most chemicals in the EU to register these chemicals and evaluate their potential impact on human health and the environment.
|
|
Retaining Holder
|
Each Holder of an equity interest of MacDermid Holdings immediately prior to the closing if the MacDermid Acquisition, not owned by Platform, who executed a RHSA.
|
|
Revolving Credit
Facility
|
Revolving Credit Facility available under the Amended and Restated Credit Agreement.
|
|
ROA
|
Returns on assets.
|
|
RSUs
|
Restricted stock units issued by Platform from time to time under the 2013 Plan.
|
|
RHSA
|
Retaining Holder Securityholders’ Agreement dated October 10, 2013 entered into by and between Platform and each Retaining Holder pursuant to which they agreed to exchange their respective interests in MacDermid Holdings for shares of PDH Common Stock, at an exchange rate of $11.00 per share plus (i) a proportionate share of the $100 million contingent consideration and (ii) an interest in certain MacDermid pending litigation.
|
|
Sarbanes-Oxley
|
Sarbanes-Oxley Act of 2002.
|
|
SEC
|
U.S. Securities and Exchange Commission.
|
|
Second Amended and
Restated Credit
Agreement
|
Second Amended and Restated Credit Agreement, dated as of August 6, 2014, among, inter alia, Platform, Platform Holdings, LLC, MacDermid, the subsidiaries of the borrowers from time to time parties thereto, the lenders from time to time parties thereto and Barclays Bank PLC, as administrative agent and collateral agent which generally provided for, among other things, (i) increased flexibility with respect to permitted acquisitions, (ii) the ability to request incremental facilities in currencies other than U.S. Dollars, and (iii) securing foreign assets in support of future term loans.
|
|
Securities Act
|
U.S. Securities Act of 1933, as amended.
|
|
Seller
|
Nalozo, L.P., an affiliate of the Original Seller who became the seller in the Arysta Acquisition pursuant to an amendment to the share purchase agreement dated February 11, 2015.
|
|
Seller Resale
Registration Statement
|
Registration statement on Form S-3 (File No. 333-202287) initially filed on February 25, 2015 to register the resale of a maximum of 22,107,590 shares of common stock issuable upon conversion of the Series B Preferred Stock pursuant to a registration rights agreement entered into with the Seller dated February 13, 2015. The Seller Registration Statement was amended on March 20, 2015 and is expected to be declared effective by the SEC in early April 2015.
|
|
Series A Preferred
Stock
|
2,000,000 shares of Platform’s Series A preferred stock which were automatically converted from ordinary shares held by the Founder Entities upon the Domestication, and which are convertible into shares of Platform’s common stock, on a one-for-one basis, at any time at the option of the Founder Entities.
|
|
Public Offering
|
Underwritten registered public offering of 16,445,000 shares of our common stock completed on November 17, 2014 at a public offering price of $24.50 per share, raising gross proceeds of approximately $403 million.
|
|
REACH
|
Regulation (EC) No 1907/2006 of the European Parliament and the Council dated December 18, 2006 relating to the Registration, Evaluation, Authorization and Restriction of Chemicals which became effective on June 1, 2007 and requires manufacturers and importers of most chemicals in the EU to register these chemicals and evaluate their potential impact on human health and the environment.
|
|
Retaining Holder
|
Each Holder of an equity interest of MacDermid Holdings immediately prior to the closing if the MacDermid Acquisition, not owned by Platform, who executed a RHSA.
|
|
Revolving Credit
Facility
|
Revolving Credit Facility available under the Amended and Restated Credit Agreement.
|
|
ROA
|
Returns on assets.
|
|
RSUs
|
Restricted stock units issued by Platform from time to time under the 2013 Plan.
|
|
RHSA
|
Retaining Holder Securityholders’ Agreement dated October 10, 2013 entered into by and between Platform and each Retaining Holder pursuant to which they agreed to exchange their respective interests in MacDermid Holdings for shares of PDH Common Stock, at an exchange rate of $11.00 per share plus (i) a proportionate share of the $100 million contingent consideration and (ii) an interest in certain MacDermid pending litigation.
|
|
Sarbanes-Oxley
|
Sarbanes-Oxley Act of 2002.
|
|
SEC
|
U.S. Securities and Exchange Commission.
|
|
Second Amended and
Restated Credit
Agreement
|
Second Amended and Restated Credit Agreement, dated as of August 6, 2014, among, inter alia, Platform, Platform Holdings, LLC, MacDermid, the subsidiaries of the borrowers from time to time parties thereto, the lenders from time to time parties thereto and Barclays Bank PLC, as administrative agent and collateral agent which generally provided for, among other things, (i) increased flexibility with respect to permitted acquisitions, (ii) the ability to request incremental facilities in currencies other than U.S. Dollars, and (iii) securing foreign assets in support of future term loans.
|
|
Securities Act
|
U.S. Securities Act of 1933, as amended.
|
|
Seller
|
Nalozo, L.P., an affiliate of the Original Seller who became the seller in the Arysta Acquisition pursuant to an amendment to the share purchase agreement dated February 11, 2015.
|
|
Seller Resale
Registration Statement
|
Registration statement on Form S-3 (File No. 333-202287) initially filed on February 25, 2015 to register the resale of a maximum of 22,107,590 shares of common stock issuable upon conversion of the Series B Preferred Stock pursuant to a registration rights agreement entered into with the Seller dated February 13, 2015. The Seller Registration Statement was amended on March 20, 2015 and is expected to be declared effective by the SEC in early April 2015.
|
|
Series A Preferred
Stock
|
2,000,000 shares of Platform’s Series A preferred stock which were automatically converted from ordinary shares held by the Founder Entities upon the Domestication, and which are convertible into shares of Platform’s common stock, on a one-for-one basis, at any time at the option of the Founder Entities.
|
|
Series B Preferred
Stock
|
600,000 shares of Platform’s Series B Preferred Stock issued to the Seller in connection with the Arysta Acquisition on February 13, 2015.
|
|
SERP
|
Supplemental Executive Retirement Plan for executive officers of Platform.
|
|
Successor
|
Platform and its subsidiaries, collectively, for all periods subsequent to the MacDermid Acquisition.
|
|
Successor 2013 Period
|
Period from April 23, 2013 (inception) through December 31, 2013.
|
|
Tartan
|
Tartan Holdings, LLC, a Delaware limited liability company and subsidiary of Platform, formed at the time of the MacDermid Acquisition to hold the PDH Common Stock in exchange of MacDermid Holdings equity interests.
|
|
U.K. Pension Plan
|
Retirement and death benefit plans covering employees in the U.K.
|
|
USD Incremental
Loans
|
Incremental term loans under the Incremental Amendment to the Amended and Restated Credit Agreement in an aggregate principal amount of $300 million used to finance the Agriphar Acquisition.
|
|
U.S. GAAP
|
Generally accepted accounting principles in the United States.
|
|
Warrant Exchange
Offer
|
Exchange offer conducted by Platform in order to fund a portion of the cash consideration for the MacDermid Acquisition pursuant to which Platform issued common stock in exchange for $10.50 and 3 warrants, up to a maximum of half of the warrants outstanding.
|
|
2013 Plan
|
Platform Specialty Products Corporation Amended and Restated 2013 Incentive Compensation Plan adopted by the Board on October 31, 2013, as amended on December 16, 2013 and approved by Platform’s stockholders at the annual meeting held on June 12, 2014.
|
|
401K Plan
|
MacDermid, Incorporated Profit Sharing and Employee Savings Plan.
|
|
6.00% EUR Notes due 2023
|
Platform’s 6.00% senior notes due 2023 denominated in Euro issued in the Notes Offering.
|
|
6.50% USD Notes due 2022
|
Platform’s 6.50% senior notes due 2022 denominated in U.S. dollars issued in the Notes Offering.
|
|
Series B Preferred
Stock
|
600,000 shares of Platform’s Series B Preferred Stock issued to the Seller in connection with the Arysta Acquisition on February 13, 2015.
|
|
SERP
|
Supplemental Executive Retirement Plan for executive officers of Platform.
|
|
Successor
|
Platform and its subsidiaries, collectively, for all periods subsequent to the MacDermid Acquisition.
|
|
Successor 2013 Period
|
Period from April 23, 2013 (inception) through December 31, 2013.
|
|
Tartan
|
Tartan Holdings, LLC, a Delaware limited liability company and subsidiary of Platform, formed at the time of the MacDermid Acquisition to hold the PDH Common Stock in exchange of MacDermid Holdings equity interests.
|
|
U.K. Pension Plan
|
Retirement and death benefit plans covering employees in the U.K.
|
|
USD Incremental
Loans
|
Incremental term loans under the Incremental Amendment to the Amended and Restated Credit Agreement in an aggregate principal amount of $300 million used to finance the Agriphar Acquisition.
|
|
U.S. GAAP
|
Generally accepted accounting principles in the United States.
|
|
Warrant Exchange
Offer
|
Exchange offer conducted by Platform in order to fund a portion of the cash consideration for the MacDermid Acquisition pursuant to which Platform issued common stock in exchange for $10.50 and 3 warrants, up to a maximum of half of the warrants outstanding.
|
|
2013 Plan
|
Platform Specialty Products Corporation Amended and Restated 2013 Incentive Compensation Plan adopted by the Board on October 31, 2013, as amended on December 16, 2013 and approved by Platform’s stockholders at the annual meeting held on June 12, 2014.
|
|
401K Plan
|
MacDermid, Incorporated Profit Sharing and Employee Savings Plan.
|
|
6.00% EUR Notes due 2023
|
Platform’s 6.00% senior notes due 2023 denominated in Euro issued in the Notes Offering.
|
|
6.50% USD Notes due 2022
|
Platform’s 6.50% senior notes due 2022 denominated in U.S. dollars issued in the Notes Offering.
|
|
Series B Preferred
Stock
|
600,000 shares of Platform’s Series B Preferred Stock issued to the Seller in connection with the Arysta Acquisition on February 13, 2015.
|
|
SERP
|
Supplemental Executive Retirement Plan for executive officers of Platform.
|
|
Successor
|
Platform and its subsidiaries, collectively, for all periods subsequent to the MacDermid Acquisition.
|
|
Successor 2013 Period
|
Period from April 23, 2013 (inception) through December 31, 2013.
|
|
Tartan
|
Tartan Holdings, LLC, a Delaware limited liability company and subsidiary of Platform, formed at the time of the MacDermid Acquisition to hold the PDH Common Stock in exchange of MacDermid Holdings equity interests.
|
|
U.K. Pension Plan
|
Retirement and death benefit plans covering employees in the U.K.
|
|
USD Incremental
Loans
|
Incremental term loans under the Incremental Amendment to the Amended and Restated Credit Agreement in an aggregate principal amount of $300 million used to finance the Agriphar Acquisition.
|
|
U.S. GAAP
|
Generally accepted accounting principles in the United States.
|
|
Warrant Exchange
Offer
|
Exchange offer conducted by Platform in order to fund a portion of the cash consideration for the MacDermid Acquisition pursuant to which Platform issued common stock in exchange for $10.50 and 3 warrants, up to a maximum of half of the warrants outstanding.
|
|
2013 Plan
|
Platform Specialty Products Corporation Amended and Restated 2013 Incentive Compensation Plan adopted by the Board on October 31, 2013, as amended on December 16, 2013 and approved by Platform’s stockholders at the annual meeting held on June 12, 2014.
|
|
401K Plan
|
MacDermid, Incorporated Profit Sharing and Employee Savings Plan.
|
|
6.00% EUR Notes due 2023
|
Platform’s 6.00% senior notes due 2023 denominated in Euro issued in the Notes Offering.
|
|
6.50% USD Notes due 2022
|
Platform’s 6.50% senior notes due 2022 denominated in U.S. dollars issued in the Notes Offering.
|
|
Series B Preferred
Stock
|
600,000 shares of Platform’s Series B Preferred Stock issued to the Seller in connection with the Arysta Acquisition on February 13, 2015.
|
|
SERP
|
Supplemental Executive Retirement Plan for executive officers of Platform.
|
|
Successor
|
Platform and its subsidiaries, collectively, for all periods subsequent to the MacDermid Acquisition.
|
|
Successor 2013 Period
|
Period from April 23, 2013 (inception) through December 31, 2013.
|
|
Tartan
|
Tartan Holdings, LLC, a Delaware limited liability company and subsidiary of Platform, formed at the time of the MacDermid Acquisition to hold the PDH Common Stock in exchange of MacDermid Holdings equity interests.
|
|
U.K. Pension Plan
|
Retirement and death benefit plans covering employees in the U.K.
|
|
USD Incremental
Loans
|
Incremental term loans under the Incremental Amendment to the Amended and Restated Credit Agreement in an aggregate principal amount of $300 million used to finance the Agriphar Acquisition.
|
|
U.S. GAAP
|
Generally accepted accounting principles in the United States.
|
|
Warrant Exchange
Offer
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Exchange offer conducted by Platform in order to fund a portion of the cash consideration for the MacDermid Acquisition pursuant to which Platform issued common stock in exchange for $10.50 and 3 warrants, up to a maximum of half of the warrants outstanding.
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2013 Plan
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Platform Specialty Products Corporation Amended and Restated 2013 Incentive Compensation Plan adopted by the Board on October 31, 2013, as amended on December 16, 2013 and approved by Platform’s stockholders at the annual meeting held on June 12, 2014.
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401K Plan
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MacDermid, Incorporated Profit Sharing and Employee Savings Plan.
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6.00% EUR Notes due 2023
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Platform’s 6.00% senior notes due 2023 denominated in Euro issued in the Notes Offering.
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6.50% USD Notes due 2022
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Platform’s 6.50% senior notes due 2022 denominated in U.S. dollars issued in the Notes Offering.
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