Registration Statement No. 333-196235


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NameRegistration Statement No. 333-196235
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USE OF PROCEEDS

 

We will not receive any proceeds from the sale of any Shares by the selling stockholders.

 

The selling stockholders will receive all of the net proceeds from the sale of any Shares offered by them under this prospectus.  The selling stockholders will pay any underwriting discounts and commissions and expenses incurred by the selling stockholders for brokerage, accounting, tax, legal services or any other expenses incurred by the selling stockholders in disposing of these shares.  We will bear all other costs, fees and expenses incurred in effecting the registration of the Shares covered by this prospectus.

 

 

 
 

27

 

MARKET FOR OUR COMMON STOCK AND RELATED STOCKHOLDER MATTERS

 

Market for Common Stock

 

Our ordinary shares (which were converted into shares of common stock of Platform upon the Domestication) were previously listed on the London Stock Exchange under the ticker symbol “PAH” in U.S. Dollars. Our shares began trading on the London Stock Exchange on May 17, 2013 and were traded until October 10, 2013 when trading was halted due to the announcement of the then-pending MacDermid Acquisition. The following table sets forth the quarterly range of high and low reported sale prices of our ordinary shares as reported on the London Stock Exchange for the periods indicated:

 

Period

 

High

 

 

Low

 

Second Quarter 2013 (May 17, 2013 to June 30, 2013)

 

$

11.00

 

 

$

10.05

 

Third Quarter 2013                                                                    

 

$

10.80

 

 

$

10.13

 

Fourth Quarter 2013 (through October 10, 2013)

 

$

10.60

 

 

$

10.46

 

Our shares of common stock commenced trading under the ticker symbol “PAH” on the NYSE on January 23, 2014.  The following table sets forth the quarterly range of high and low reported sale prices of our shares of common stock as reported on the NYSE Exchange for the periods indicated:

 


Period

 

High

 

 

Low

 

First Quarter 2014 (January 23, 2014 to March 31, 2014)

 

$

21.82

 

 

$

13.83

 

Second Quarter 2014 (through June 12, 2014)

 

$

28.36

 

 

$

19.38

 

The closing sale price on the NYSE for our shares of common stock on June 12, 2014 was $28.36 per share.  As of June 12, 2014, we had 436 registered holders of record of our shares of common stock.

 

Dividends

 

We have not declared or paid any dividends on the shares of our common stock (or the ordinary shares from which the shares of our common stock were converted) since our inception and have no current plans to pay dividends on such shares of common stock in the foreseeable future.  Beginning in 2014, the holders of our Series A preferred stock are entitled to receive dividends on the Series A preferred stock in the form of shares of our common stock equal to 20% of the appreciation over $10.00 of the average market price for the last ten days of our calendar year.  In subsequent years, the dividend amount will be calculated based on the appreciated common stock price compared to the highest average common stock price previously used in calculating the dividend, multiplied by the number of shares issued in our initial public offering plus the number of shares of our common stock issuable upon conversion of our outstanding Series A preferred stock.  Additionally, we are subject to certain restrictions in our amended and restated credit agreement which may prohibit or limit our ability to pay dividends

 

 
 

28

 

SELECTED FINANCIAL DATA

 

The following table presents selected consolidated historical financial data for us and our Predecessor as of the dates and for each of the periods indicated .   The selected consolidated historical data for the Successor 2013 Period and as of December 31, 2013 has been derived from our audited consolidated financial statements included in this prospectus .   The selected consolidated historical data for our Predecessor for each of the Predecessor 2013 Period, the Predecessor 2012 Period and the Predecessor 2011 Period, and as of December 31, 2012 and December 31, 2011, respectively, have been derived from the audited consolidated financial statements of our Predecessor included in this prospectus .   The selected consolidated historical data for the Successor 2014 Quarterly Period and as of March 31, 2014, and for the Predecessor 2013 Quarterly Period and as of March 31, 2013, has been derived from our unaudited condensed consolidated interim financial statements included in this prospectus .   The selected consolidated historical financial data for the Successor 2014 Quarterly Period and Predecessor 2013 Quarterly Period contain all normal recurring adjustments that, in the opinion of management, are necessary for a fair presentation of the financial information set forth in those statements .   The selected historical consolidated financial data included below and elsewhere in this prospectus are not necessarily indicative of future results and should be read in conjunction with (i) our consolidated financial statements and (ii) the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” both of which are  included in this prospectus .

 


 

 

Successor

 

 

Predecessor

 

 

Successor

 

 

Predecessor

 

Statement of Operations Data

 

Three

Months

Ended March

31, 2014

 

 

Three 

Months

Ended March

31, 2013

 

 

Period from

Inception

(April 23,

2013) to

December 

31, 2013

 

 

Period from

January 1,

2013 to

October 31,

2013

 

 

Year Ended

December 31,

2012

 

 

Year Ended

December 31,

2011

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

$

183,726

 

 

$

182,132

 

 

$

118,239

 

 

$

627,712

 

 

$

731,220

 

 

$

728,773

 

Gross profit

 

 

84,222

 

 

 

93,314

 

 

 

35,652

 

 

 

322,837

 

 

 

355,054

 

 

 

340,475

 

Operating profit (loss)

 

 

3,992

(1)

 

 

29,776

 

 

 

(195,632

) (2)

 

 

91,749

(3)

 

 

115,097

 

 

 

55,948

 

(Loss) income from continuing operations before income taxes, non-controlling interest and accumulated payment-in-kind dividend on cumulative preferred shares

 

 

(3,839

) (1)

 

 

21,645

 

 

 

(201,444

) (2)

 

 

26,475

(3)

 

 

70,939

 

 

 

11,306

 

Income tax (expense) benefit

 

 

(2,109

)

 

 

(6,308

)

 

 

5,819

 

 

 

(12,961

)

 

 

(24,673

)

 

 

(9,953

)

Net (loss) income

 

 

(5,948

) (1)

 

 

15,337

 

 

 

(195,625

) (2)

 

 

13,514

(3)

 

 

46,266

 

 

 

1,353

 

Basic earnings per share

 

 

(0.07

) (1)

 

 

n/a

 

 

 

(2.10

) (2)

 

 

n/a

 

 

 

n/a

 

 

 

n/a

 

Diluted earnings per share

 

 

(0.07

) (1)

 

 

n/a

 

 

 

(2.10

) (2)

 

 

n/a

 

 

 

n/a

 

 

 

n/a

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 
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Related:

Registration Statement No. 333-196235 iconRegistration Statement No. 333-182785

Registration Statement No. 333-196235 iconRegistration Statement No. 333-199817

Registration Statement No. 333-196235 iconFiled Pursuant to Rule 424(b)(4) Registration No. 333-194899

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Registration Statement No. 333-196235 icon¨ registration statement pursuant to section 12(b) or (g) of the securities exchange act of 1934

Registration Statement No. 333-196235 iconO registration statement pursuant to section 12(b) or (g) of the securities exchange act of 1934

Registration Statement No. 333-196235 iconRegistration statement pursuant to section 12(b) or 12(g) of the securities exchange act of 1934

Registration Statement No. 333-196235 iconX registration statement pursuant to section 12(b) or (g) of the securities exchange act of 1934

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Registration Statement No. 333-196235 iconRegistration statement pursuant to section 12(b) or 12(g) of the securities exchange act of 1934

Registration Statement No. 333-196235 iconRegistration statement pursuant to section 12(b) or (g) of the securities exchange act of 1934

Registration Statement No. 333-196235 iconRegistration statement pursuant to section 12(b) or 12(g) of the securities exchange act of 1934

Registration Statement No. 333-196235 iconRegistration statement pursuant to section 12(b) or (g) of the securities exchange act of 1934

Registration Statement No. 333-196235 icon[ ] registration statement pursuant to section 12(b) or (g) of the...

Registration Statement No. 333-196235 iconRegistration statement pursuant to section 12(b) or (g) of the securities exchange act of 1934




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