X0407 4 2023-04-03 true 0001592016 AgroFresh Solutions, Inc. AGFS 0001817183 PSP AGFS HOLDINGS, L.P. 475 FIFTH AVENUE 17TH FLOOR NEW YORK CITY NY 10017 true 0001817158 PAINE SCHWARTZ FOOD CHAIN FUND V GP, L.P. 475 FIFTH AVENUE, 17TH FLOOR NEW YORK NY 10017 true 0001818714 PAINE SCHWARTZ FOOD CHAIN FUND V GP, LTD. 475 FIFTH AVENUE, 17TH FLOOR NEW YORK NY 10017 true 0001099188 PAINE W DEXTER III 475 FIFTH AVENUE, 17TH FLOOR NEW YORK NY 10017 true 0001817201 SCHWARTZ KEVIN 475 FIFTH AVENUE, 17TH FLOOR NEW YORK NY 10017 true true false Series B Convertible Preferred Stock 2023-04-03 4 D 0 145046 1771.68 A Common Stock 33982720 0 I See footnotes The Issuer's Series B Convertible Preferred Stock, par value $0.0001 per share (the "Series B Preferred Stock") are convertible at the option of a holder at any time into shares of common stock at an initial conversion price of $5.00 per share. The Series B Preferred Stock has no expiration date. The Reported Securities were disposed of in connection with the closing of the merger by and among AgroFresh Solutions, Inc. (the "Issuer"), Project Cloud Holdings, LLC and Project Cloud Merger Sub, Inc. on March 31, 2023 (the "Merger") as disclosed on the Form 8-K filed by the Issuer with the SEC on March 31, 2023. In connection with the closing of the Merger, the Reporting Persons ceased to beneficially own any Issuer securities. Represents the number of shares of common stock issuable based upon the conversion of 145,046 shares of Series B Preferred Stock. The reported securities are directly held by PSP AGFS Holdings, L.P. (the "Investor"). The Paine Schwartz Food Chain Fund V GP, L.P. (the "GP") is the sole general partner of the Investor and the Paine Schwartz Food Chain Fund V GP, Ltd. (the "UGP") is the sole general partner of the GP and Mr. W Dexter Paine and Mr. Kevin M. Schwartz serve as directors of UGP. As a result, each of GP, UGP, Mr. Paine and Mr. Schwartz may be deemed to beneficially own and have shared voting and dispositive power over the reported securities. Each Reporting Person disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose, except to the extent of its respective pecuniary interest therein, if any. This report shall not be deemed an admission that any of GP, UGP, Mr. Paine or Mr. Schwartz is a beneficial owner of the securities held by the Investor, in each case for the purpose of Section 16 of the Exchange Act, or for any other purpose, except to the extent of their pecuniary interest therein, if any. PSP AGFS Holdings, L.P., By: /s/ Kevin Schwartz, Name: Kevin Schwartz, Title: Chief Executive Officer 2023-04-04 Paine Schwartz Food Chain Fund V GP, L.P., By: Paine Schwartz Food Chain Fund V GP, Ltd., Its: General Partner By: /s/ Kevin Schwartz Name: Kevin Schwartz, Title: Director 2023-04-04 Paine Schwartz Food Chain Fund V GP, Ltd., By: /s/ Kevin Schwartz, Name: Kevin Schwartz, Title: Director 2023-04-04 /s/ W. Dexter Paine, III, Name: W. Dexter Paine, III 2023-04-04 /s/ Kevin Schwartz, Name: Kevin Schwartz 2023-04-04