SCHEDULE I - CONDENSED FINANCIAL INFORMATION

12 Months Ended

Dec. 31, 2019

Condensed Financial Information Disclosure [Abstract]

SCHEDULE I - CONDENSED FINANCIAL INFORMATION

AgroFresh Solutions, Inc.

Parent Company Information

Condensed Balance Sheets

(In thousands)


	December 31, 2019		December 31, 2018
ASSETS
Accounts receivable from subsidiary	$	107,420	$	104,244
Investment in subsidiaries	237,349		309,591
Claims for income tax refunds	313		196
Deferred income tax asset	22,943		(24)
TOTAL ASSETS	$	368,025	$	414,007

LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable to subsidiaries	$	1,909	$	1,909
Other current liabilities	32,086		39,522
Total stockholders’ equity	$	334,030	$	372,576
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	368,025		414,007

See accompanying notes to condensed financial statements.

SCHEDULE I - CONDENSED FINANCIAL INFORMATION

AgroFresh Solutions, Inc.

Parent Company Information

Condensed Statements of Operations and Comprehensive (Loss) Income

(In thousands)


	Year Ended December 31, 2019		Year Ended December 31, 2018		Year Ended December 31, 2017
Net sales	$	—	$	—	$	—
Selling, general and administrative expenses	—		—		27
(Loss) Income in earnings of subsidiaries	(72,242)		(33,219)		10,005
(Loss) Income before taxes	(72,242)		(33,219)		9,978
(Benefit) provision for income taxes	(10,732)		(2,979)		(13,584)
Net (loss) Income	$	(61,510)	$	(30,240)	$	23,562

See accompanying notes to condensed financial statements.

SCHEDULE I - CONDENSED FINANCIAL INFORMATION

AgroFresh Solutions, Inc.

Parent Company Information

Condensed Statements of Cash Flows

(In thousands)


	Year Ended December 31, 2019		Year Ended December 31, 2018		Year Ended December 31, 2017
Cash flows from operating activities:
Net cash provided by operating activities	16,003		10,000		10,000

Cash flows from investing activities:
Net cash provided by investing activities	—		—		—

Cash flows from financing activities:




Payment of Dow liabilities settlement	(16,003)		(10,000)		(10,000)
Net cash used in financing activities	(16,003)		(10,000)		(10,000)

Net increase (decrease) in cash and equivalents during the period	—		—		—
Cash and cash equivalents, beginning of period	—		—		—
Cash and cash equivalents, end of period	$	—	$	—	$	—

See accompanying notes to condensed financial statements

SCHEDULE I - CONDENSED FINANCIAL INFORMATION

AgroFresh Solutions, Inc.

Parent Company Information

Notes to Condensed Financial Statements

1. Basis of Presentation

AgroFresh Solutions, Inc. (the “Parent Company”), formerly known as Boulevard Acquisition Corp., was formed to effect the acquisition of the AgroFresh business from Dow, resulting in AgroFresh Inc. becoming a wholly-owned, indirect subsidiary. The Parent Company had no material activities prior to the acquisition of AgroFresh Inc. on July 31, 2015.

The accompanying Condensed Financial Statements include the accounts of the Parent Company and, on an equity basis, its direct and indirect subsidiaries and affiliates. Accordingly, these condensed financial statements have been presented on a “parent-only” basis. Under a parent-only presentation, the Parent Company’s investments in subsidiaries are presented under the equity method of accounting. These parent-only financial statements should be read in conjunction with the consolidated financial statements of AgroFresh Solutions, Inc.

The condensed parent-only financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of the subsidiaries of the Company exceed 25% of the consolidated net assets of the Company.

2. Commitments and Contingencies

As discussed in Note 11 to the consolidated financial statements, in connection with the consummation of the Business Combination, AgroFresh Inc. as the borrower and its parent, AF Solutions Holdings LLC, a wholly-owned subsidiary of the Parent Company, as the guarantor, entered into the Credit Facility with Bank of Montreal. The Credit Facility consists of a $425.0 million Term Loan and a $25.0 million Revolving Loan. The Revolving Loan includes a $10.0 million letter-of-credit sub-facility, issuances against which reduce the available capacity for borrowing. The obligations under the Credit Facility are secured by liens on substantially all of the assets of (a) AgroFresh Inc. and its direct wholly-owned domestic subsidiaries and (b) AF Solutions Holdings LLC, including the common stock of AgroFresh Inc.

The Term Loan has a scheduled maturity date of July 31, 2021, and the Revolving Loan had a scheduled maturity date of July 31, 2019. On January 31, 2019, the Credit Facility was amended to decrease the total availability from $25.0 million to $12.5 million and extend the maturity of the Revolving Loan from July 31, 2019 to December 31, 2020. An existing covenant in the credit agreement was also amended to allow the Company to have access to the Revolving Loan. Subsequently, on December 23, 2019, the Revolving Loan was further amended for the maturity to April 1, 2021 and include favorable revisions to the senior secured net leverage ratio covenant. Maturities of long-term debt for the two years following December 31, 2019 are $4.7 million in 2020, and $402.0 million in 2021.

The Credit Facility imposes an overall cap on the total amount of dividends the Parent Company can pay, together with the total amount of shares and warrants the Parent Company can repurchase, of $12.0 million per fiscal year, and imposes certain other conditions on the Parent Company’s ability to pay dividends.

3. Dividends

The ability of the Parent Company’s operating subsidiaries to pay dividends may be restricted due to the terms of the subsidiaries’ financing arrangements (see Note 11 to the consolidated financial statements).