v2.4.0.6

MERGER WITH THE PPG CHEMICALS BUSINESS (Tables)

3 Months Ended

Mar. 31, 2013

MERGER WITH THE PPG CHEMICALS BUSINESS

Schedule of allocation of the purchase price to assets acquired and liabilities assumed

(In millions)
Cash and cash equivalents		$	26.7
Receivables			236.7
Inventories			72.0
Prepaid expenses and other			11.9
Property, plant and equipment			957.3
Goodwill			1,454.3
Intangible assets			1,224.2
Other assets			42.5
Accounts payable			(97.8	)
Income taxes payable			(4.7	)
Accrued compensation			(20.6	)
Other accrued taxes			(12.1	)
Other accrued liabilities			(58.0	)
Deferred income taxes			(614.9	)
Noncurrent pension and other postretirement benefits			(279.0	)
Other non-current liabilities			(67.9	)
Debt assumed			(967.0	)
Noncontrolling interest			(130.3	)
Total net assets acquired		$	1,773.3

Schedule of pro forma information

		Three Months Ended March 31,
In millions, except per share data		2013			2012
Net sales		$	1,168.9		$	1,271.3
Net income (loss) attributable to Axiall		$	(10.3	)(a)	$	68.4	(b)
Earnings (loss) per share attributable to Axiall:
Basic		$	(0.15	)	$	0.98
Diluted		$	(0.15	)	$	0.97

^(a)  In addition to the normal pro forma adjustments associated with the Transactions, this amount excludes; (i) the $23.5 million gain on acquisition of controlling interest in PHH; (ii) $10.2 million related to the inventory fair value purchase accounting adjustment; and (iii) $11.0 million related to the expensing of financing fees related to a $688.0 million bridge loan used in the Transactions. These amounts are excluded from the pro forma amounts for the three months ended March 31, 2013 and comparable amounts are included in the three months ended March 31, 2012 to reflect our consolidated results as if the Transactions had taken place on January 1, 2012.

^(b)  In addition to the normal pro forma adjustments associated with the Transactions, this amount includes; (i) the $23.5 million gain on acquisition of controlling interest in PHH; (ii) $13.4 million related to the inventory fair value purchase accounting adjustment; and (iii) $11.0 million related to the expensing of financing fees related to a $688.0 million bridge loan used in the Transactions. These amounts are excluded from the pro forma amounts for the three months ended March 31, 2013 and included in the three months ended March 31, 2012 to reflect our consolidated results as if the Transactions had taken place on January 1, 2012.

X

- Definition

Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate.

+ References

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-Publisher FASB

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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.



Reference 3: http://www.xbrl.org/2003/role/presentationRef

-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

-Number 141

-Paragraph 55

-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.



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-Publisher FASB

-Name Statement of Financial Accounting Standard (FAS)

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-Paragraph 68

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-LegacyDoc This reference is SUPERSEDED by the Accounting Standards Codification effective for interim and annual periods ending after September 15, 2009. This reference is included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.

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Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree.

+ References

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