AgroFresh SPAC Presentation Deck
Q1 2014/2015: Reconciliation of Non-GAAP Financial Measures
($ in millions)
30
US GAAP Net Sales (1)
Less adjustment for deferred income (²)
Foreign currency adjustment (³)
Pro Forma Net Sales (6)
US GAAP Net Income (1)
Provision for income taxes (1)
Depreciation and amortization (1)
Less adjustment for deferred income (2)
Discovery R&D project expense(4)
Adjustment for stand-alone run rate costs (5)
Foreign currency adjustment (³)
Pro Forma EBITDA (6)
$
LA
GA
$
Q1 2014
29.6
(0.5)
(1.3)
27.8
2.9
1.9 $
7.7
(0.5)
1.4
(0.8)
(0.6)
$
12.0
$
$
Q1 2015
32.8
(0.5)
(0.2)
32.1
2.5
7.1
7.5
(0.5)
1.1
(0.8)
(0.2)
16.7
Note: The quarterly US GAAP results for Q1 2015 and Q1 2014 have been updated in this presentation as a result of an adjustment to lower sales in both periods. The sales adjustment
has no impact on the annual results for the years ended December 31, 2014, 2013, and 2012.
(1) Per the unaudited US GAAP combined statements of income and comprehensive income and combined statements of cash flows for the periods presented.
(2) Represents the elimination of deferred income which is contractually excluded from the Proposed Transaction pursuant to the Stock Purchase Agreement.
(3)
Represents an estimate to adjust the translation impact of the EURO and Australian Dollar to a constant currency basis of 1.10 EURO to USD and .75 AUS to USD to be consistent
with the 2014 results and 2015 forecast shown throughout the presentation.
(4)
Represents an adjustment to add back expenses for certain R&D projects that are not expected to continue at current levels.
(5) Reflects an adjustment to increase administrative and operational costs to the estimated certain stand-alone run rate of $7.7 million per year ($1.9 million quarterly) after the Proposed
Transaction closes.
(6) Non-GAAP financial measure.
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