Mga Batayang Estadistika
LEI | 549300SBHHYUXDIB7F37 |
CIK | 1592016 |
SEC Filings
SEC Filings (Chronological Order)
April 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-36316 AgroFresh Solutions, Inc.* (Exact name of registrant as specified |
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April 4, 2023 |
AGFS / AgroFresh Solutions Inc / Dow Inc. - SC 13D/A Activist Investment SC 13D/A 1 d484460dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14)* AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Jonathan P. Wendt Assistant Secretary and Senior Managing Counsel Dow Inc. 2211 H.H |
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April 4, 2023 |
AGFS / AgroFresh Solutions Inc / PSP AGFS HOLDINGS, L.P. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-l(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 4)* AgroFresh Solutions Inc. (Name of Issuer) Common Stock, $0.0001 par value per share (Title of Class of Securi |
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March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 31, 2023 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation) (Commissio |
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March 31, 2023 |
Amended and Restated Bylaws of AgroFresh Solutions, Inc. Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF AGROFRESH SOLUTIONS, INC. A Delaware corporation (Adopted as of March 31, 2023) ARTICLE I OFFICES Section 1 Registered Office. The registered office of the corporation in the State of Delaware shall be located at 850 New Burton Rd., Suite 201, Kent County, Dover, DE 19904. The name of the corporation's registered agent at such address shall be Cogency Gl |
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March 31, 2023 |
Amended and Restated Certificate of Incorporation of AgroFresh Solutions, Inc. Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AGROFRESH SOLUTIONS, INC. FIRST: The name of the corporation is AgroFresh Solutions, Inc. (the "Corporation"). SECOND: The address of the registered office of the Corporation in the State of Delaware is 850 New Burton Rd., Suite 201, Kent County, Dover, DE 19904. The name of the registered agent of the Corporation at that addre |
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March 31, 2023 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 3 AGROFRESH SOLUTIONS, INC. (Name of the Issuer) AgroFresh Solutions, Inc. Project Cloud Holdings, LLC Paine Schwartz Food Chain Fund V, L.P. Paine Schwartz Food Chain Fund V GP, L.P. Paine Schwartz Food Chain Fund V GP, |
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March 31, 2023 |
As filed with the Securities and Exchange Commission on March 31, 2023 As filed with the Securities and Exchange Commission on March 31, 2023 Registration Nos. |
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March 31, 2023 |
As filed with the Securities and Exchange Commission on March 31, 2023 As filed with the Securities and Exchange Commission on March 31, 2023 Registration Nos. |
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March 31, 2023 |
As filed with the Securities and Exchange Commission on March 31, 2023 As filed with the Securities and Exchange Commission on March 31, 2023 Registration Nos. |
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March 31, 2023 |
As filed with the Securities and Exchange Commission on March 31, 2023 As filed with the Securities and Exchange Commission on March 31, 2023 Registration Nos. |
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March 31, 2023 |
As filed with the Securities and Exchange Commission on March 31, 2023 As filed with the Securities and Exchange Commission on March 31, 2023 Registration Nos. |
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March 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2023 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation) (Commissio |
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March 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy St |
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March 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2023 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation) (Commissio |
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March 21, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFre |
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March 10, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ D |
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March 10, 2023 |
Exhibit 21.1 LIST OF SUBSIDIARIES Entity Name Jurisdiction of Organization AF Solutions Holdings LLC Delaware AgroFresh Inc. Illinois AgroFresh Solutions Singapore Pte. Ltd. Singapore AgroFresh Chile Comercial Limitada Chile AgroFresh Canada ULC Canada AgroFresh Japan LLC Japan AgroFresh Netherlands B.V. Netherlands AgroFresh Argentina S.R.L. Argentina AgroFresh Agriculture Technology Consulting ( |
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March 10, 2023 |
AGROFRESH SOLUTIONS, INC. DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary of the material terms of the securities of AgroFresh Solutions, Inc., a Delaware corporation (“we,” “us,” “our” or “the company”), is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified |
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March 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, Inc. |
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March 10, 2023 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 2 AGROFRESH SOLUTIONS, INC. (Name of the Issuer) AgroFresh Solutions, Inc. Project Cloud Merger Sub, Inc. Project Cloud Holdings, LLC Paine Schwartz Food Chain Fund V, L.P. Paine Schwartz Food Chain Fund V GP, L.P. Paine |
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February 14, 2023 |
AGFS / AgroFresh Solutions Inc / FIRST MANHATTAN CO Passive Investment SC 13G/A 1 firstmanhattan-agfs123122a7.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 00856G109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check |
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February 14, 2023 |
AGFS / AgroFresh Solutions Inc / TSP Capital Management Group, LLC Passive Investment SC 13G/A 1 tsp-agfs123122a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00856G109 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check t |
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February 13, 2023 |
CORRESP 1 filename1.htm 250 WEST 55TH STREET NEW YORK NEW YORK 10019-9601 TELEPHONE: 212.468.8000 FACSIMILE: 212.468.7900 WWW.MOFO.COM morrison & foerster llp austin, beijing, berlin, boston, brussels, denver, hong kong, london, los angeles, miami, new york, palo alto, san diego, san francisco, shanghai, singapore, tokyo, washington, d.c. February 13, 2023 BY EDGAR Mr. Michael Killoy Ms. Christina |
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February 13, 2023 |
Exhibit (c)(9) Project Cloud Supporting Materials 21 October 2022 Summary of the Transaction Terms Current Capitalization Ownership Management Projections (Pre FX Adjustments) Current Lender Model Transaction Funding (Leverage LTM Q3 2022E PF Adj. |
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February 13, 2023 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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February 13, 2023 |
Brigade Capital Management, LP 399 Park Avenue, 16th Floor, New York, NY, 10022 Exhibit (b)(1) EXECUTION VERSION PGIM, Inc. 1114 Avenue of the Americas, 30th Floor New York, New York 10036 JPMorgan Chase Bank, N.A. 383 Madison Avenue New York, NY 10179 Coöperatieve Rabobank U.A., New York Branch 245 Park Avenue, New York, NY 10067 Brigade Capital Management, LP 399 Park Avenue, 16th Floor, New York, NY, 10022 Onex Falcon Direct Lending BDC Fund 21 Custom House Street, 10th Fl |
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February 13, 2023 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 Amendment No. 1 AGROFRESH SOLUTIONS, INC. (Name of the Issuer) AgroFresh Solutions, Inc. Project Cloud Merger Sub, Inc. Project Cloud Holdings, LLC Paine Schwartz Food Chain Fund V, L.P. Paine Schwartz Food Chain Fund V GP, L.P. Paine |
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January 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation) (Commis |
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January 3, 2023 |
DEFA14A 1 ny20006083x4defa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 29, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or ot |
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December 21, 2022 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ?? D |
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December 21, 2022 |
Exhibit (c)(4) Discussion Materials Project OptimusPrime September 19, 2022 Financial Overview ? Historical & Management Finance Case ($ in millions) Source: Company financials New Growth Products Total Revenue and Adj. |
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December 21, 2022 |
Exhibit (c)(5) Discussion Materials Project OptimusPrime October 18, 2022 New vs. Previous Management Finance Case Comparison ($ in millions) Revised OptimusPrime Management Finance Case includes August 2022 results and FX-related updates for 2022F+ Source: Company financials Financial Overview ? Historical & Updated Management Finance Case (10/12/2022) ($ in millions) Source: Company financials N |
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December 21, 2022 |
Exhibit (d)(4) Paine Schwartz Food Chain Fund VI, L.P. 475 Fifth Street, 17th Floor New York, NY 10017 November 21, 2022 Project Cloud Holdings, LLC c/o Paine Schwartz Partners, LLC 475 Fifth Street, 17th Floor New York, NY 10017 Re: Equity Financing Commitment Ladies and Gentlemen: This letter agreement (this ?Agreement?) sets forth the commitment of Paine Schwartz Food Chain Fund VI, L.P., a Cay |
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December 21, 2022 |
Exhibit (c)(3) Discussion Materials Project OptimusPrime September 8, 2022 Table of Contents Update to Management Plan and Valuation Perspectives Key Considerations to Strategic Alternatives Process Recommendations and Next Steps Appendix Update to Management Plan and Valuation Perspectives Updates to Latest Management Long Range Plan On September 3, 2022, management provided an updated financial model to PWP The financial model was also shared with the Company?s debt advisor Rothschild & Co. |
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December 21, 2022 |
Exhibit (c)(1) Summary Perspectives on Financial Model Project OptimusPrime August 31, 2022 Summary Takeaways on Financial Model Provided 8/25 Methodology Management maintains and updates an annual rolling 5-year financial model In light of three major product launches in 2026E, management developed a 10-year P&L projection to account for the Company?s long-term growth opportunity Each product rev |
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December 21, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Schedule 13E-3 (Form Type) AgroFresh Solutions, Inc. |
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December 21, 2022 |
Exhibit 107 Calculation of Filing Fee Tables Schedule 14A (Form Type) AgroFresh Solutions, Inc. |
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December 21, 2022 |
Exhibit (c)(6) Discussion MaterialsProject OptimusPrime November 4, 2022 New vs. Previous Management Finance Case Comparison ($ in millions) Source: Company financials Market Check Overview PWP contacted 45 parties 19 strategics 26 sponsors Parties informed of agreement to pursue a go-private transaction with Paine Schwartz at $3.00 per share Calls were made and 8-K and 13D were sent along with a |
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December 21, 2022 |
Exhibit (c)(7) Project Optimus PrimePresentation to the Special Committee November 21, 2022 Optimus Prime Historical and Forecasted Financial Overview (Management Case) Source: Company filings, historical financials and management forecasts provided by the Company on 11/01/2022 (approved for our use by the Special Committee) Note: (1) Excludes acquisitions ($ in millions, all years reflect CY year |
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December 21, 2022 |
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 AGROFRESH SOLUTIONS, INC. (Name of the Issuer) AgroFresh Solutions, Inc. Project Cloud Merger Sub, Inc. Project Cloud Holdings, LLC Paine Schwartz Food Chain Fund V, L.P. Paine Schwartz Food Chain Fund V GP, L.P. Paine Schwartz Food Ch |
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December 21, 2022 |
Exhibit (c)(2) Preliminary Perspectives Project OptimusPrime September 2, 2022 Table of Contents Public Market Data & Analysis Review of Management Long Range Plan Preliminary Valuation Perspectives Preliminary Process Alternatives Next Steps Appendix Public Market Data & Analysis Key Considerations for OptimusPrime Public Equity Limited float and illiquid currency Substantial ownership position by Dow combined with insiders limits public float to ~55% of shares outstanding L3M average daily trading volume of ~25k shares / day, or less than 0. |
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November 23, 2022 |
Exhibit 2.1 Execution version AGREEMENT AND PLAN OF MERGER by and among PROJECT CLOUD HOLDINGS, LLC, PROJECT CLOUD MERGER SUB, INC. and AGROFRESH SOLUTIONS, INC. dated as of November 21, 2022 TABLE OF CONTENTS Page Article I the MERGER; closing; effective time 2 Section 1.1 The Merger 2 Section 1.2 Closing 3 Section 1.3 Effective Time 3 Article II Certificate of incorporation and bylaws of the sur |
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November 23, 2022 |
Exhibit 10.1 execution version VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this ?Agreement?), dated as of November 21, 2022, is entered into by and among AgroFresh Solutions, Inc., a Delaware corporation (the ?Company?), each of the Persons listed on Exhibit A hereto (each, a ?Stockholder? and collectively, the ?Stockholders?), Paine Schwartz Partners, LLC (?Paine Schwartz?), a |
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November 23, 2022 |
Exhibit 10.1 execution version VOTING AND SUPPORT AGREEMENT This VOTING AND SUPPORT AGREEMENT (this ?Agreement?), dated as of November 21, 2022, is entered into by and among AgroFresh Solutions, Inc., a Delaware corporation (the ?Company?), each of the Persons listed on Exhibit A hereto (each, a ?Stockholder? and collectively, the ?Stockholders?), Paine Schwartz Partners, LLC (?Paine Schwartz?), a |
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November 23, 2022 |
Exhibit 2.1 Execution version AGREEMENT AND PLAN OF MERGER by and among PROJECT CLOUD HOLDINGS, LLC, PROJECT CLOUD MERGER SUB, INC. and AGROFRESH SOLUTIONS, INC. dated as of November 21, 2022 TABLE OF CONTENTS Page Article I the MERGER; closing; effective time 2 Section 1.1 The Merger 2 Section 1.2 Closing 3 Section 1.3 Effective Time 3 Article II Certificate of incorporation and bylaws of the sur |
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November 23, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 21, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organ |
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November 23, 2022 |
AGFS / AgroFresh Solutions Inc / PSP AGFS HOLDINGS, L.P. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 00856G109 (CUSIP Number) Kevin Schwartz PSP AGFS Holdings, L.P. c/o Paine Schwartz Partners, LLC 475 Fifth Avenue, 17th Floor New York, New York 1001 |
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November 23, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 21, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organ |
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November 22, 2022 |
Employee Communication of AgroFresh, dated as of November 22, 2022. Exhibit 99.2 Dear AgroFresh Employees, As you may have seen this morning, AgroFresh signed a definitive agreement with Paine Schwartz Partners in respect of a transaction pursuant to which Paine Schwartz Partners would acquire all of the outstanding common stock of the Company. The acquisition received unanimous approval from the independent members of our Board of Directors, upon the recommendati |
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November 22, 2022 |
Exhibit 99.2 Dear AgroFresh Employees, As you may have seen this morning, AgroFresh signed a definitive agreement with Paine Schwartz Partners in respect of a transaction pursuant to which Paine Schwartz Partners would acquire all of the outstanding common stock of the Company. The acquisition received unanimous approval from the independent members of our Board of Directors, upon the recommendati |
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November 22, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation) (Commis |
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November 22, 2022 |
AgroFresh Signs Definitive Transaction Agreement with Paine Schwartz Partners Exhibit 99.1 AgroFresh Signs Definitive Transaction Agreement with Paine Schwartz Partners PHILADELPHIA, November 22, 2022 ? AgroFresh Solutions, Inc. (NASDAQ: AGFS) (?AgroFresh? or the ?Company?) today confirmed that the Company entered into a definitive merger agreement with investment funds affiliated with Paine Schwartz Partners (?Paine Schwartz?), a global leader in sustainable food chain inv |
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November 22, 2022 |
Press Release of AgroFresh, dated November 22, 2022. Exhibit 99.1 AgroFresh Signs Definitive Transaction Agreement with Paine Schwartz Partners PHILADELPHIA, November 22, 2022 ? AgroFresh Solutions, Inc. (NASDAQ: AGFS) (?AgroFresh? or the ?Company?) today confirmed that the Company entered into a definitive merger agreement with investment funds affiliated with Paine Schwartz Partners (?Paine Schwartz?), a global leader in sustainable food chain inv |
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November 22, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation) (Commis |
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November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Soluti |
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November 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 9, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organi |
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November 9, 2022 |
AgroFresh Solutions Reports Results for Third Quarter and First Nine Months of 2022 AgroFresh Solutions Reports Results for Third Quarter and First Nine Months of 2022 ?Third quarter 2022 net sales were $47. |
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October 27, 2022 |
October 26, 2022 Paine Schwartz Partners, LLC 475 Fifth Avenue 17th Floor New York, NY 10017 Attention: Kevin Schwartz Ladies and Gentlemen: Reference is made to that certain Investment Agreement dated as of June 13, 2020 (the “Investment Agreement”) by and between AgroFresh Solutions, Inc. |
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October 27, 2022 |
AGFS / AgroFresh Solutions Inc / PSP AGFS HOLDINGS, L.P. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 00856G109 (CUSIP Number) Kevin Schwartz PSP AGFS Holdings, L.P. c/o Paine Schwartz Partners, LLC 475 Fifth Avenue, 17th Floor New York, New York 1001 |
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October 27, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 26, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organi |
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August 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 9, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organiza |
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August 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, |
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August 9, 2022 |
AgroFresh Solutions Reports Results for Second Quarter and First Half of 2022 AgroFresh Solutions Reports Results for Second Quarter and First Half of 2022 ?Second quarter 2022 net sales were $25. |
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August 5, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 5, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organiza |
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June 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ??) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Rule |
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June 24, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ??) Filed by the Registrant ? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Rule |
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June 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 1, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organizati |
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May 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, |
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May 11, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 8-K 1 agfs33120228-kpressrelease.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 11, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other ju |
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May 11, 2022 |
AgroFresh Solutions Reports Results for First Quarter of 2022 AgroFresh Solutions Reports Results for First Quarter of 2022 ?First quarter 2022 net sales were $39. |
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March 14, 2022 |
AgroFresh Solutions, Inc. One Washington Square 510-530 Walnut Street, Suite 1350 Philadelphia, PA 19106 March 14, 2022 Mr. Michael Davis Unites States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: AgroFresh Solutions, Inc. (the ?Company?) Form S-3, as amended (the ?Registration Statement?) File Number 333-262677 Dear Mr. Davis: The Company hereby requests, pursu |
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March 9, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFre |
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March 9, 2022 |
AgroFresh Solutions Reports Results for Fourth Quarter and Full Year 2021 AgroFresh Solutions Reports Results for Fourth Quarter and Full Year 2021 ?Fourth quarter 2021 net sales were $55. |
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March 9, 2022 |
As filed with the Securities and Exchange Commission on March 9, 2022 As filed with the Securities and Exchange Commission on March 9, 2022 Registration No. |
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March 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 9, 2022 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organizat |
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March 9, 2022 |
Exhibit 21.1 LIST OF SUBSIDIARIES Entity Name Jurisdiction of Organization AF Solutions Holdings LLC Delaware AgroFresh Inc. Illinois AgroFresh Solutions Singapore Pte. Ltd. Singapore AgroFresh Chile Comercial Limitada Chile AgroFresh Canada ULC Canada AgroFresh Japan LLC Japan AgroFresh Netherlands B.V. Netherlands AgroFresh Argentina S.R.L. Argentina AgroFresh Agriculture Technology Consulting ( |
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March 9, 2022 |
AGROFRESH SOLUTIONS, INC. DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary of the material terms of the securities of AgroFresh Solutions, Inc., a Delaware corporation (?we,? ?us,? ?our? or ?the company?), is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified |
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February 22, 2022 |
AgroFresh Solutions, Inc. One Washington Square 510-530 Walnut Street, Suite 1350 Philadelphia, PA 19106 February 22, 2022 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F. Street, N.E. Washington, D.C. 20549 Attention: Mr. Michael Davis RE: AgroFresh Solutions, Inc. (the ?Company?) Form S-3 (the ?Registration Statement?) File Number 333-262677 Dear Mr. Davis: Agr |
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February 17, 2022 |
AgroFresh Solutions, Inc. One Washington Square 510-530 Walnut Street, Suite 1350 Philadelphia, PA 19106 February 17, 2022 Mr. Michael Davis Unites States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: AgroFresh Solutions, Inc. (the ?Company?) Form S-3 (the ?Registration Statement?) File Number 333-262677 Dear Mr. Davis: The Company hereby requests, pursuant to Ru |
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February 15, 2022 |
AGFS / AgroFresh Solutions Inc / FIRST MANHATTAN CO Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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February 11, 2022 |
AGROFRESH SOLUTIONS, INC. Dated as of , 20 [Name of Trustee] TABLE OF CONTENTS Exhibit 4.7 AGROFRESH SOLUTIONS, INC. INDENTURE Dated as of , 20 [Name of Trustee] Trustee TABLE OF CONTENTS page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 5 Section 1.1. Definitions. 5 Section 1.2. Other Definitions. 8 Section 1.3. Incorporation by Reference of Trust Indenture Act. 8 Section 1.4. Rules of Construction. 8 ARTICLE II. THE SECURITIES 9 Section 2.1. Issuable in Series. 9 |
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February 11, 2022 |
Registration No. 333- As filed with the Securities and Exchange Commission on February 10, 2022 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation or organization) 46-4007249 (I. |
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February 11, 2022 |
Exhibit 107 Calculation of Filing Fee Tables FORM S-3 (Form Type) AGROFRESH SOLUTIONS, INC. |
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January 14, 2022 |
AGFS / AgroFresh Solutions Inc / TSP Capital Management Group, LLC Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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November 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Soluti |
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November 10, 2021 |
AgroFresh Solutions Reports Results for Third Quarter and First Nine Months of 2021 AgroFresh Solutions Reports Results for Third Quarter and First Nine Months of 2021 ?Third quarter 2021 net sales were $49. |
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November 10, 2021 |
As filed with the Securities and Exchange Commission on November 10, 2021 As filed with the Securities and Exchange Commission on November 10, 2021 Registration Statement No. |
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November 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 10, 2021 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organ |
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September 27, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 22, 2021 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or orga |
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August 11, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 6, 2021 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organiza |
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August 10, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, |
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August 10, 2021 |
AgroFresh Solutions Reports Results for Second Quarter and First Half of 2021 AgroFresh Solutions Reports Results for Second Quarter and First Half of 2021 ?Second quarter 2021 net sales increased 9. |
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August 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 10, 2021 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organiz |
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June 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ??) Filed by the Registrant ?? Filed by a Party other than the Registrant ?? Check the appropriate box: ?? Preliminary Proxy Statement ?? Confidential, for Use of the Commission Only (as permitted by Rule |
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June 25, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ??) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a |
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June 15, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2021 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commission |
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May 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, |
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May 13, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 13, 2021 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organizati |
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May 13, 2021 |
AgroFresh Solutions Reports Results for First Quarter of 2021 AgroFresh Solutions Reports Results for First Quarter of 2021 ?First quarter net sales increased 18. |
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May 5, 2021 |
SEPARATION AGREEMENT AND GENERAL RELEASE SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and Release (the ?Agreement?) is between Jordi Ferre (?Employee?) and AgroFresh Solutions, Inc. |
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May 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2021 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commissio |
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April 28, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2021 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commissio |
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April 12, 2021 |
EMPLOYMENT AGREEMENT CLINTON LEWIS EMPLOYMENT AGREEMENT CLINTON LEWIS EMPLOYMENT AGREEMENT (the ?Agreement?) dated as of April 12, 2021, by and between AgroFresh Solutions, Inc. |
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April 12, 2021 |
AGROFRESH SOLUTIONS, INC. CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT AGROFRESH SOLUTIONS, INC. CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT This CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT (this ?Agreement?), dated as of April 12, 2021, is entered into between AgroFresh Solutions, Inc., a Delaware corporation (?AgroFresh? or the ?Company?), and Clinton Lewis (the ?Executive?). The Company intends to employ the Executive as its Chief Executive Officer, commen |
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April 12, 2021 |
AgroFresh Appoints Clinton A. Lewis Jr. as Chief Executive Officer Life Sciences Veteran to Lead AgroFresh into Next Phase of Planned Efficient and Profitable Growth PHILADELPHIA, April 12, 2021 ? AgroFresh Solutions, Inc. (Nasdaq: AGFS) (the ?Company?), a global leader in produce freshness solutions, today announced that Clinton A. Lewis Jr. has been appointed as Chief Executive Officer and to th |
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April 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 12, 2021 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commissio |
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March 15, 2021 |
AGROFRESH SOLUTIONS, INC. DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary of the material terms of the securities of AgroFresh Solutions, Inc., a Delaware corporation (?we,? ?us,? ?our? or ?the company?), is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified |
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March 15, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFre |
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March 15, 2021 |
Exhibit 21.1 LIST OF SUBSIDIARIES Entity Name Jurisdiction of Organization AF Solutions Holdings LLC Delaware AgroFresh Inc. Illinois AgroFresh Solutions Singapore Pte. Ltd. Singapore AgroFresh Chile Comercial Limitada Chile AgroFresh Canada ULC Canada AgroFresh Japan LLC Japan AgroFresh Netherlands B.V. Netherlands AgroFresh Argentina S.R.L. Argentina AgroFresh Agriculture Technology Consulting ( |
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March 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 10, 2021 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organiza |
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March 10, 2021 |
AgroFresh Solutions Reports Results for Fourth Quarter and Full Year 2020 AgroFresh Solutions Reports Results for Fourth Quarter and Full Year 2020 •Full year 2020 net sales were $157. |
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February 24, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2021 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commis |
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February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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February 5, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00856G109 (CUSIP Number) December 31, 2020 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pur |
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November 5, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 5, 2020 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organi |
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November 5, 2020 |
AgroFresh Solutions Reports Results for Third Quarter and First Nine Months of 2020 AgroFresh Solutions Reports Results for Third Quarter and First Nine Months of 2020 •Third quarter net sales increased 7. |
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November 5, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Soluti |
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November 3, 2020 |
AGFS / AgroFresh Solutions, Inc. / PSP AGFS HOLDINGS, L.P. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 00856G109 (CUSIP Number) Kevin Schwartz PSP AGFS Holdings, L.P. c/0 Paine Schwartz Partners, LLC 475 Fifth Avenue, 17th Floor New York, New York 1001 |
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October 30, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2020 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commiss |
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September 28, 2020 |
CERTIFICATE OF DESIGNATION OF SERIES B CONVERTIBLE PREFERRED STOCK OF AGROFRESH SOLUTIONS, INC. |
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September 28, 2020 |
CERTIFICATE OF DESIGNATION OF SERIES B-2 CONVERTIBLE PREFERRED STOCK OF AGROFRESH SOLUTIONS, INC. |
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September 28, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): September 22, 2020 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commi |
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August 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, |
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August 10, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 6, 2020 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commissio |
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August 10, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 10, 2020 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organiz |
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August 10, 2020 |
AgroFresh Solutions Reports Results for Second Quarter and First Half of 2020 AgroFresh Solutions Reports Results for Second Quarter and First Half of 2020 •Closed comprehensive refinancing on July 27, 2020, significantly reducing balance sheet leverage and enhancing flexibility to pursue diversification and growth initiatives •Second quarter net sales decreased 5. |
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August 7, 2020 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2020 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commissio |
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August 5, 2020 |
Exhibit 1 JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13D filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Common Stock, par value $0. |
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August 5, 2020 |
AGFS / AgroFresh Solutions, Inc. / PSP AGFS HOLDINGS, L.P. - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 00856G109 (CUSIP Number) Kevin Schwartz PSP AGFS Holdings, L.P. c/o Paine Schwartz Partners, LLC 475 Fifth Avenue, 17th Floor New York, New York 10017 |
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July 29, 2020 |
Exhibit 99.1 AgroFresh Announces Successful Completion of Comprehensive Refinancing Transaction materially deleverages AgroFresh’s balance sheet and extends debt maturity profile Positions Company for next chapter of growth PHILADELPHIA, July 27, 2020 - AgroFresh Solutions, Inc. (“AgroFresh” or the “Company”) (Nasdaq: AGFS), a global leader in produce freshness solutions, today announced the succe |
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July 29, 2020 |
Amended and Restated Credit Agreement, dated July 27, 2020. Exhibit 10.1 EXECUTION VERSION Dated as of July 31, 2015 and amended and restated as of July 27, 2020 Amended and Restated Credit Agreement among AgroFresh Solutions, Inc., as Parent, AF Solutions Holdings LLC, as Holdings, AgroFresh Inc. as Borrower, the Lenders party hereto, and Bank of Montreal, as Administrative Agent BMO Capital Markets Corp., Deutsche Bank Securities Inc., and ING Capital LL |
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July 29, 2020 |
Registration Rights Agreement, dated July 27, 2020, between the Company and PSP AGFS Holdings, L.P. Exhibit 10.2 REGISTRATION RIGHTS AGREEMENT by and between AGROFRESH SOLUTIONS, INC., and PSP AGFS HOLDINGS, L.P. Dated as of July 27, 2020 TABLE OF CONTENTS Page Article I Resale Shelf Registration Section 1.1 Resale Shelf Registration Statement 1 Section 1.2 Effectiveness Period 1 Section 1.3 Subsequent Shelf Registration Statement 2 Section 1.4 Supplements and Amendments 2 Section 1.5 Subsequent |
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July 29, 2020 |
Certificate of Designation of Series B-1 Convertible Preferred Stock. EX-3.1 2 tm2025977d1ex3-1.htm EXHIBIT 3.1 Exhibit 3.1 CERTIFICATE OF DESIGNATION OF SERIES B-1 CONVERTIBLE PREFERRED STOCK OF AGROFRESH SOLUTIONS, INC. (Pursuant to Section 151 of the General Corporation Law of the State of Delaware) AgroFresh Solutions, Inc., a corporation organized and existing under the General Corporation Law of the State of Delaware (hereinafter, the "Corporation"), hereby ce |
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July 29, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 27, 2020 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organizat |
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July 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): July 22, 2020 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commission |
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July 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2020 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commission |
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July 6, 2020 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☐ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as pe |
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June 26, 2020 |
AGROFRESH SOLUTIONS, INC. Common Stock (par value $0.0001 per share) ATM Sales Agreement Exhibit 1.1 AGROFRESH SOLUTIONS, INC. Common Stock (par value $0.0001 per share) ATM Sales Agreement June 25, 2020 Virtu Americas LLC One Liberty Plaza 165 Broadway New York, NY 10006 Ladies and Gentlemen: AgroFresh Solutions, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Virtu Americas LLC (the “Agent”) as follows: 1.Issuance and Sale of Shares. The |
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June 26, 2020 |
Up to $30,000,000 Common Stock Filed Pursuant to Rule 424(b)(5) Registration No. 333-229002 PROSPECTUS SUPPLEMENT (To Prospectus dated February 11, 2019) Up to $30,000,000 Common Stock We have entered into an At-the-Market Sales Agreement (the “Sales Agreement”) with Virtu Americas LLC (“Virtu”) relating to shares of our common stock, par value $0.0001 per share, offered by this prospectus supplement and the accompanying prospe |
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June 26, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (Rule 14a-101) Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ¨ Filed by a Party other than the Registrant ¨ Check the appropriate box: x Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6 |
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June 26, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2020 AGROFRESH SOLUTIONS, INC. (Exact name of registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporation) 001-36316 46-4007249 (Commission |
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June 17, 2020 |
Exhibit 2 SUPPORT AGREEMENT SUPPORT AGREEMENT, dated as of June 13, 2020 (this “Agreement”), entered into by and between PSP AGFS Holdings, L. |
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June 17, 2020 |
Exhibit 3 SIDE AGREEMENT SIDE AGREEMENT, dated as of June 13, 2020 (this “Agreement”), entered into by and among AgroFresh Solutions, Inc. |
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June 17, 2020 |
AGFS / AgroFresh Solutions, Inc. / Dow Inc. - AMENDMENT NO. 13 Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13)* AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Jonathan P. Wendt Assistant Secretary and Managing Counsel Dow Inc. 2211 H.H. Dow Way Midland, MI 48674 (989) 636-1000 (Na |
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June 15, 2020 |
SIDE AGREEMENT SIDE AGREEMENT, dated as of June 13, 2020 (this “Agreement”), entered into by and among AgroFresh Solutions, Inc. |
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June 15, 2020 |
Execution Version INVESTMENT AGREEMENT by and between AGROFRESH SOLUTIONS, INC. and PSP AGFS HOLDINGS, L.P. Dated as of June 13, 2020 Table of Contents Page ARTICLE I Definitions 2 Section 1.01 Definitions 2 ARTICLE II Purchase and Sale 13 Section 2.01 Purchase and Sale 14 Section 2.02 First Closing 14 Section 2.03 Second Closing 15 Section 2.04 Series B Exchange. 15 ARTICLE III Representations an |
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June 15, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A Amendment No. 1 ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: |
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June 15, 2020 |
AgroFresh Solutions Receives Commitment for $150 Million Strategic Equity Investment from Paine Schwartz Partners as Key Component of Comprehensive Refinancing Investment materially improves AgroFresh’s balance sheet and financial flexibility Industry specific expertise provided through Paine Schwartz Partners to help further AgroFresh’s execution of its strategic growth and diversification initiatives PHILADELPHIA, June 15, 2020 - AgroFresh Solutions, Inc. |
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June 15, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 13, 2020 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organizat |
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May 11, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, |
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May 11, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 11, 2020 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organizati |
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May 11, 2020 |
AgroFresh Solutions Reports Results for First Quarter of 2020 AgroFresh Solutions Reports Results for First Quarter of 2020 •First quarter net sales decreased 15. |
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April 23, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 23, 2020 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organiza |
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March 13, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFre |
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March 13, 2020 |
AGROFRESH SOLUTIONS, INC. DESCRIPTION OF SECURITIES AGROFRESH SOLUTIONS, INC. DESCRIPTION OF SECURITIES The following summary of the material terms of the securities of AgroFresh Solutions, Inc., a Delaware corporation (“we,” “us,” “our” or “the company”), is not intended to be a complete summary of the rights and preferences of such securities and is subject to and qualified by reference to our second amended and restated certificate of incorporat |
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March 13, 2020 |
Exhibit 21.1 LIST OF SUBSIDIARIES Entity Name Jurisdiction of Organization AF Solutions Holdings LLC Delaware AgroFresh Inc. Illinois AgroFresh Solutions Singapore Pte. Ltd. Singapore AgroFresh Chile Comercial Limitada Chile AgroFresh Canada ULC Canada AgroFresh Japan LLC Japan AgroFresh Netherlands B.V. Netherlands AgroFresh Argentina S.R.L. Argentina AgroFresh Agriculture Technology Consulting ( |
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March 12, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 12, 2020 AgroFresh Solutions, Inc. (Exact name of registrant as specified in its charter) Delaware 001-36316 46-4007249 (State or other jurisdiction of incorporation or organiza |
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March 12, 2020 |
AgroFresh Solutions Reports Results for Fourth Quarter and Full Year 2019 AgroFresh Solutions Reports Results for Fourth Quarter and Full Year 2019 •Fourth quarter performance versus the prior year period was positively impacted by a two-week apple harvest delay across the northern hemisphere that shifted substantial revenue from third to fourth quarter. |
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February 14, 2020 |
EX-1 EXHIBIT 1 JOINT FILING AGREEMENT Each of the undersigned hereby agrees that this Amendment No. |
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February 14, 2020 |
AGFS / AgroFresh Solutions, Inc. / Dow Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Amy E. Wilson General Counsel and Corporate Secretary Dow Inc. 2211 H.H. Dow Way Midland, MI 48674 (989) 636-1000 |
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February 13, 2020 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00856G109 (CUSIP Number) December 31, 2019 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pur |
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February 4, 2020 |
AGFS / AgroFresh Solutions, Inc. / FIRST MANHATTAN CO - NONE Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* AGROFRESH SOLUTIONS (Name of Issuer) COMMON (Title of Class of Securities) 00856G109 (CUSIP Number) Calendar Year 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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February 4, 2020 |
AGFS / AgroFresh Solutions, Inc. / FRANKLIN RESOURCES INC Passive Investment agro19a1.htm - Generated by SEC Publisher for SEC Filing CUSIP NO. 00856G109 13G Page 1 of 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00856G109 (CUSIP Number) December 31, 2019 ( |
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January 14, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 14, 2020 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number |
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January 14, 2020 |
AgroFresh Solutions Announces Preliminary Full Year 2019 Financial Results AgroFresh Solutions Announces Preliminary Full Year 2019 Financial Results PHILADELPHIA, January 14, 2020 -AgroFresh Solutions, Inc. |
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December 23, 2019 |
AgroFresh Amends and Extends the Revolving Credit Facility AgroFresh Amends and Extends the Revolving Credit Facility PHILADELPHIA – December 23, 2019 – AgroFresh Solutions, Inc. |
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December 23, 2019 |
Amendment No. 3 to the Credit Agreement dated July 31, 2015. EXECUTION VERSION AMENDMENT NO. 3 TO CREDIT AGREEMENT This AMENDMENT NO. 3 TO CREDIT AGREEMENT, dated as of December 23, 2019 (this “Third Amendment”), among AF SOLUTIONS HOLDINGS LLC, a Delaware limited liability company (“Holdings”), AGROFRESH INC., an Illinois corporation (the “Borrower”), each 2019-2 Refinancing Revolving Lender and BANK OF MONTREAL, as administrative agent (in such capacity, |
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December 23, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 23, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Numbe |
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December 20, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): December 20, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Numbe |
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December 20, 2019 |
TERMINATION AGREEMENT TERMINATION AGREEMENT (this “Agreement”), dated as of December 20, 2019, by and among AgroFresh Solutions, Inc. |
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November 7, 2019 |
AgroFresh Solutions Reports Results for Third Quarter and First Nine Months of 2019 AgroFresh Solutions Reports Results for Third Quarter and First Nine Months of 2019 •Quarterly performance primarily affected by a two-week apple harvest delay across the northern hemisphere, shifting substantial revenue to the fourth quarter. |
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November 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 7, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number |
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November 7, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Soluti |
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November 6, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 6, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number |
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October 15, 2019 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 14, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number |
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October 15, 2019 |
AgroFresh Awarded $31.1 Million in Damages in Connection with Federal Court Lawsuit Against Decco Post-Harvest, Inc. and its Parent Company, UPL Limited Jury finds Decco and UPL liable for trade secret misappropriation and willful patent infringement PHILADELPHIA, October 14, 2019- AgroFresh Solutions, Inc. (NASDAQ: AGFS), a global leader in produce freshness solutions, was awarded a verdict of $3 |
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September 6, 2019 |
AMENDED AND RESTATED EMPLOYMENT AGREEMENT THOMAS ERMI Exhibit 10.4 AMENDED AND RESTATED EMPLOYMENT AGREEMENT THOMAS ERMI AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) dated as of August 30, 2019 (the “Effective Date”) by and between AgroFresh Solutions, Inc. (the “Company”), and Thomas Ermi (“Executive”). WHEREAS, the Company and Executive are parties to an Employment Agreement, dated as of September 15, 2015 (the “Original Agreement”), |
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September 6, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 30, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) |
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September 6, 2019 |
AGROFRESH SOLUTIONS, INC. CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT Exhibit 10.1 AGROFRESH SOLUTIONS, INC. CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT This CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT (this “Agreement”), dated as of August 30, 2019 (the “Effective Date”), is entered into between AgroFresh Solutions, Inc., a Delaware corporation (“AgroFresh” or the “Company”), and Jordi Ferre (the “Executive”). The Company may from time to time consider the |
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September 6, 2019 |
AGROFRESH SOLUTIONS, INC. CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT Exhibit 10.3 AGROFRESH SOLUTIONS, INC. CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT This CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT (this “Agreement”), dated as of August 30, 2019 (the “Effective Date”), is entered into between AgroFresh Solutions, Inc., a Delaware corporation (“AgroFresh” or the “Company”), and Thomas Ermi (the “Executive”). The Company may from time to time consider the |
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September 6, 2019 |
AGROFRESH SOLUTIONS, INC. CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT Exhibit 10.2 AGROFRESH SOLUTIONS, INC. CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT This CHANGE IN CONTROL EXECUTIVE SEVERANCE AGREEMENT (this “Agreement”), dated as of August 30, 2019 (the “Effective Date”), is entered into between AgroFresh Solutions, Inc., a Delaware corporation (“AgroFresh” or the “Company”), and Graham Miao (the “Executive”). The Company may from time to time consider the |
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August 8, 2019 |
AgroFresh Solutions Reports Results for Second Quarter and First Half of 2019 AgroFresh Solutions Reports Results for Second Quarter and First Half of 2019 •Net sales increased 15% to $21. |
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August 8, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 8, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) |
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August 8, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, |
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July 22, 2019 |
AGFS / AgroFresh Solutions, Inc. S-8 - - S-8 As filed with the Securities and Exchange Commission on July 22, 2019 Registration Statement No. |
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June 10, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 5, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) 46 |
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May 7, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 7, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) 46- |
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May 7, 2019 |
AgroFresh Solutions Reports Results for First Quarter of 2019 AgroFresh Solutions Reports Results for First Quarter of 2019 •Net sales increased 1. |
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May 7, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2019 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, |
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April 15, 2019 |
AGFS / AgroFresh Solutions, Inc. DEF 14A QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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April 3, 2019 |
EX-1 EXHIBIT 1 JOINT FILING AGREEMENT Each of the undersigned hereby agrees that this Amendment No. |
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April 3, 2019 |
AGFS / AgroFresh Solutions, Inc. / Dow Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 11) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Amy E. Wilson General Counsel and Corporate Secretary Dow Inc. 2211 H.H. Dow Way Midland, MI 48674 (989) 636-1000 |
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March 11, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 11, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) |
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March 11, 2019 |
AgroFresh Solutions Reports Results for Fourth Quarter and Full Year 2018 AgroFresh Solutions Reports Results for Fourth Quarter and Full Year 2018 •Full year 2018 net sales increased 9% versus 2017 to $178. |
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March 11, 2019 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFre |
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March 11, 2019 |
Exhibit 21.1 LIST OF SUBSIDIARIES Entity Name Jurisdiction of Organization AF Solutions Holdings LLC Delaware AgroFresh Inc. Illinois AgroFresh Solutions Singapore Pte. Ltd. Singapore AgroFresh Chile Comercial Limitada Chile AgroFresh Canada ULC Canada AgroFresh Japan LLC Japan AgroFresh Netherlands B.V. Netherlands AgroFresh Argentina S.R.L. Argentina AgroFresh Agriculture Technology Consulting ( |
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February 11, 2019 |
AGFS / AgroFresh Solutions, Inc. / FIRST MANHATTAN CO - NONE Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* AGROFRESH SOLUTIONS (Name of Issuer) COMMON (Title of Class of Securities) 00856G109 (CUSIP Number) Calendar Year 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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February 8, 2019 |
AGFS / AgroFresh Solutions, Inc. AgroFresh Solutions, Inc. One Washington Square 510-530 Walnut Street, Suite 1350 Philadelphia, PA 19106 February 8, 2019 Mr. J. Nolan McWilliams Attorney-Advisor Unites States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: AgroFresh Solutions, Inc. (the “Company”) Form S-3 (the “Registration Statement”) File Number 333-229002 Dear Mr. McWilliams: The Company here |
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February 1, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 1, 2019 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number |
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February 1, 2019 |
AgroFresh Improves Liquidity with Amended Revolving Credit Facility Extended Through 2020 with New Enhanced Terms PHILADELPHIA – February 1, 2019 – AgroFresh Solutions, Inc. |
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February 1, 2019 |
Amendment No. 2 to the Credit Agreement dated July 31, 2015 EXECUTION VERSION AMENDMENT NO. 2 TO CREDIT AGREEMENT This AMENDMENT NO. 2 TO CREDIT AGREEMENT, dated as of January 31, 2019 (this “Second Amendment”), among AF SOLUTIONS HOLDINGS LLC, a Delaware limited liability company (“Holdings”), AGROFRESH INC., an Illinois corporation (the “Borrower”), each 2019 Refinancing Revolving Lender and BANK OF MONTREAL, as administrative agent (in such capacity, to |
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January 28, 2019 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00856G109 (CUSIP Number) January 17, 2019 (Date of event which requires filing of this statement) Check the appropriate box to designate the rule pursuan |
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January 25, 2019 |
AGFS / AgroFresh Solutions, Inc. / FRANKLIN RESOURCES INC Passive Investment agro18in.htm - Generated by SEC Publisher for SEC Filing CUSIP NO. 00856G109 13G Page 1 of 14 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 00856G109 (CUSIP Number) December 31, 2018 (D |
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January 9, 2019 |
AGFS / AgroFresh Solutions, Inc. / Dowdupont Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 10) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Stacy L. Fox, Esq. General Counsel and Secretary DowDuPont Inc. 974 Centre Road Wilmington, DE 19805 (302) 774-100 |
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December 21, 2018 |
AGFS / AgroFresh Solutions, Inc. S-3 As filed with the Securities and Exchange Commission on December 21, 2018 Registration No. |
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December 21, 2018 |
Exhibit 4.8 AGROFRESH SOLUTIONS, INC. INDENTURE Dated as of , 20 [Name of Trustee] Trustee TABLE OF CONTENTS page ARTICLE I. DEFINITIONS AND INCORPORATION BY REFERENCE 5 Section 1.1. Definitions. 5 Section 1.2. Other Definitions. 8 Section 1.3. Incorporation by Reference of Trust Indenture Act. 8 Section 1.4. Rules of Construction. 8 ARTICLE II. THE SECURITIES 9 Section 2.1. Issuable in Series. 9 |
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November 13, 2018 |
AGFS / AgroFresh Solutions, Inc. / Dowdupont Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 9) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Stacy L. Fox, Esq. General Counsel and Secretary DowDuPont Inc. 974 Centre Road Wilmington, DE 19805 (302) 774-1000 |
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November 7, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): November 7, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number |
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November 7, 2018 |
AgroFresh Solutions Reports Results for Third Quarter and First Nine Months of 2018 Generated third quarter organic growth of 6% Further progress on diversification growth strategy; FreshCloud advancements announced • Net sales increased 13% to $68. |
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November 7, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Soluti |
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October 22, 2018 |
SEPARATION AGREEMENT AND GENERAL RELEASE SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and Release (the “Agreement”) is between Katherine Harper (“Employee”) and AgroFresh Solutions, Inc. |
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October 22, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 16, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number |
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October 17, 2018 |
AGFS / AgroFresh Solutions, Inc. / Dowdupont Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Stacy L. Fox, Esq. General Counsel and Secretary DowDuPont Inc. 974 Centre Road Wilmington, DE 19805 (302) 774-1000 |
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October 1, 2018 |
agrofreshinvestmentoverv Nasdaq: AGFS AgroFresh Solutions, Inc. Investment Overview October 2018 Safe Harbor In addition to historical information, this presentation contain “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this |
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October 1, 2018 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 1, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) |
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September 25, 2018 |
AGFS / AgroFresh Solutions, Inc. / Dowdupont Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Stacy L. Fox, Esq. General Counsel and Secretary DowDuPont Inc. 974 Centre Road Wilmington, DE 19805 (302) 774-1000 |
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September 4, 2018 |
AGFS / AgroFresh Solutions, Inc. / Dowdupont Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Stacy L. Fox, Esq. General Counsel and Secretary DowDuPont Inc. 974 Centre Road Wilmington, DE 19805 (302) 774-1000 |
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August 30, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 30, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) |
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August 30, 2018 |
AgroFresh One Washington Square 510-530 Walnut Street 13th Floor oSuite 1350 Philadelphia, PA 19106 www. |
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August 30, 2018 |
AgroFresh Announces CFO Change; Names Graham Miao as New CFO Media Contact: Bill Lucas [email protected] 267-317-9201 AgroFresh Announces CFO Change; Names Graham Miao as New CFO Philadelphia - August 30, 2018 - AgroFresh Solutions, Inc. (NASDAQ:AGFS), a global leader in produce freshness solutions, today announced that Graham Miao will be joining the company as chief financial officer, effective today. He will be replacing Katherine Harper, who is leavi |
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August 15, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 15, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Com |
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August 15, 2018 |
Revenues up 12% in the quarter, 16% for the first half of Fiscal 2018 AgroFresh Solutions Reports Updated Results for Second Quarter and First Half of 2018 Revenues up 12% in the quarter, 16% for the first half of Fiscal 2018 Further progress in diversifying end markets, introducing innovative new technologies, and leveraging our growing global brand • Net sales up 12% to $18 million for the quarter and up 16% to $57 million for first half of 2018 • For the first ha |
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August 15, 2018 |
AGFS / AgroFresh Solutions, Inc. 10-Q 2018.6.30 (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, |
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August 9, 2018 |
AGFS / AgroFresh Solutions, Inc. NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000 52247 (Check one): o Form 10-K o Form 20-F o Form 11-K x Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: June 30, 2018 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q |
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August 9, 2018 |
AgroFresh Solutions Reports Preliminary Results for Second Quarter and First Half of 2018 Revenues up 15% in the quarter, 16% for the first half of Fiscal 2018 Further progress in diversifying end markets, introducing innovative new technologies, and leveraging our growing global brand • Net sales up 15% to $19 million for the quarter and up 16% to $57 million for first half of 2018 • For the firs |
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August 9, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 9, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) |
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July 6, 2018 |
AGFS / AgroFresh Solutions, Inc. / Dowdupont Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Stacy L. Fox, Esq. General Counsel and Secretary DowDuPont Inc. 974 Centre Road Wilmington, DE 19805 (302) 774-1000 |
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June 7, 2018 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 4, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) 46 |
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May 10, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 11, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commissi |
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May 10, 2018 |
AgroFresh Solutions Reports Results for the First Quarter 2018 Net Sales growth of 17%, reduced dependence on apple crop and progress in building a more diversified portfolio • Net sales of $38 million, up 17 percent versus the first quarter of 2017 • Excluding Tecnidex, revenue up marginally from a strong first quarter of 2017, net of an approximately $0. |
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May 10, 2018 |
AgroFresh Solutions Reports Results for the First Quarter 2018 Net Sales growth of 17%, reduced dependence on apple crop and progress in building a more diversified portfolio • Net sales of $38 million, up 17 percent versus the first quarter of 2017 • Excluding Tecnidex, revenue up marginally from a strong first quarter of 2017, net of an approximately $0. |
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May 10, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 10, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) 46 |
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May 10, 2018 |
AGFS / AgroFresh Solutions, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFresh Solutions, |
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May 4, 2018 |
AGFS / AgroFresh Solutions, Inc. / Dowdupont Inc. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4) AgroFresh Solutions, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Stacy L. Fox, Esq. General Counsel and Secretary DowDuPont Inc. 974 Centre Road Wilmington, DE 19805 (302) 774-1000 |
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April 13, 2018 |
AGFS / AgroFresh Solutions, Inc. DEF 14A QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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April 5, 2018 |
AGFS / AgroFresh Solutions, Inc. / BOULEVARD ACQUISITION SPONSOR, LLC - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* AgroFresh Solutions, Inc. (Name of Issuer) COMMON STOCK, 0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Eric Ross c/o Boulevard Acquisition Sponsor, LLC 399 Park Avenue, 6th Floor New York, New York 10022 (212) 878-3500 (Name, |
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March 28, 2018 |
AGFS / AgroFresh Solutions, Inc. / BOULEVARD ACQUISITION SPONSOR, LLC - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* AgroFresh Solutions, Inc. (Name of Issuer) COMMON STOCK, 0.0001 par value (Title of Class of Securities) 00856G109 (CUSIP Number) Eric Ross c/o Boulevard Acquisition Sponsor, LLC 399 Park Avenue, 6th Floor New York, New York 10022 (212) 878-3500 (Name, |
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March 22, 2018 |
AGROFRESH SOLUTIONS, INC. RESTRICTED STOCK AGREEMENT AGROFRESH SOLUTIONS, INC. RESTRICTED STOCK AGREEMENT FOR 1.Award of Restricted Stock. AGROFRESH SOLUTIONS, INC., a Delaware corporation (the “Company”) hereby grants, as of , 201 (the “Date of Grant”), to (the “Recipient”), restricted shares of the Company’s common stock (collectively the “Restricted Stock”). The Restricted Stock shall be subject to the terms, provisions and restrictions set forth |
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March 22, 2018 |
a246413471v2agrofreshlli NY 246413471v2 Exhibit 21.1 LIST OF SUBSIDIARIES Entity Name Jurisdiction of Organization AF Solutions Holdings LLC Delaware AgroFresh Inc. Illinois AgroFresh Solutions Singapore Pte. Ltd. Singapore AgroFresh Chile Comercial Limitada Chile AgroFresh Canada ULC Canada AgroFresh Japan LLC Japan AgroFresh Netherlands B.V. Netherlands Athena Argentina S.R.L. Argentina Athena C |
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March 22, 2018 |
a1848016993 MIA 184801699v3 EMPLOYMENT AGREEMENT THOMAS ERMI EMPLOYMENT AGREEMENT (the “Agreement”) dated as of September 15, 2015 by and between AgroFresh Solutions, Inc. |
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March 22, 2018 |
AGFS / AgroFresh Solutions, Inc. 10-K (Annual Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36316 AgroFre |
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March 22, 2018 |
AGROFRESH SOLUTIONS, INC. NONQUALIFIED STOCK OPTION AGREEMENT AGROFRESH SOLUTIONS, INC. NONQUALIFIED STOCK OPTION AGREEMENT FOR 1.Grant of Option. AGROFRESH SOLUTIONS, INC., a Delaware corporation (the “Company”) hereby grants, as of , 201 (“Date of Grant”), to (the “Optionee”) an option (the “Option”) to purchase up to shares of the Company’s common stock (the “Shares”), at an exercise price per share equal to $ (the “Exercise Price”). The Option shall be s |
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March 19, 2018 |
AGFS / AgroFresh Solutions, Inc. NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER 000 52247 (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: December 31, 2017 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form |
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March 14, 2018 |
AgroFresh Solutions Reports Preliminary Results for Fourth Quarter and Full Year 2017 Solid fourth quarter leads to year-over-year growth and strong momentum headed into 2018 • Net sales for 2017 of $164 million, up from $160 million in 2016 • GAAP net income of $23 million for 2017 compared to a GAAP net loss of $112 million for 2016 • 2017 EBITDA[1] of $99 million, including $25 million from tax |
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March 14, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): March 14, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Number) |
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March 5, 2018 |
LIMITED POWER OF ATTORNEY FOR REPORTING OBLIGATIONS (Paul Nselel) Exhibit 24 LIMITED POWER OF ATTORNEY FOR REPORTING OBLIGATIONS (Paul Nselel) Know all by these presents, that the undersigned hereby makes, constitutes and appoints each and any of Thomas Ermi, Alan Annex and Jason Simon as the undersigned’s true and lawful attorney-in-fact, with full power and authority as hereinafter described on behalf of and in the name, place and stead of the undersigned to: (1) prepare, execute, acknowledge, deliver, and file Forms ID, D, 3, 4, and 5 and any state securities (“blue sky”) filings (including any amendments thereto) with respect to the securities of AgroFresh Solutions, Inc. |
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March 1, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 23, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission File Numbe |
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February 9, 2018 |
AGFS / AgroFresh Solutions, Inc. / FIRST MANHATTAN CO - NONE Passive Investment Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* AGROFRESH SOLUTIONS (Name of Issuer) COMMON (Title of Class of Securities) 00856G109 (CUSIP Number) Calendar Year 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which |
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January 19, 2018 |
AGFS / AgroFresh Solutions, Inc. 8-K (Current Report) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): January 11, 2018 AgroFresh Solutions, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or other jurisdiction of incorporation) 001-36316 (Commission Fi |