MERGER WITH THE PPG CHEMICALS BUSINESS (Tables)

9 Months Ended

Sep. 30, 2013

MERGER WITH THE PPG CHEMICALS BUSINESS

Schedule of allocation of the purchase price to assets acquired and liabilities assumed, including remeasurement period adjustments recorded

*(In millions)*	Preliminary Allocation as of June 30, 2013			Measurement Period Adjustments			Revised Preliminary Allocation as of September 30, 2013

Cash and cash equivalents	$	26.7		$	-		$	26.7
Receivables		233.7			1.4			235.1
Inventories		72.3			4.8			77.1
Prepaid expenses and other		11.9			(1.8	)		10.1
Property, plant and equipment		962.8			(6.4	)		956.4
Goodwill		1,450.2			76.0	⁽¹⁾		1,526.2
Intangible assets		1,218.0			(68.3	)		1,149.7
Other assets		42.5			(0.5	)		42.0
Accounts payable		(97.8	)		-			(97.8	)
Income taxes payable		(4.7	)		-			(4.7	)
Accrued compensation		(20.6	)		-			(20.6	)
Other accrued taxes		(10.9	)		10.4			(0.5	)
Other accrued liabilities		(57.1	)		7.2			(49.9	)
Deferred income taxes		(616.0	)		12.0	⁽²⁾		(604.0	)
Pensions and other postretirement benefits		(279.8	)		-			(279.8	)
Other non-current liabilities		(61.6	)		(7.2	)		(68.8	)
Debt assumed		(967.0	)		-			(967.0	)
Noncontrolling interest		(129.3	)		(0.7	)		(130.0	)

Total net assets acquired	$	1,773.3		$	26.9	⁽³⁾	$	1,800.2

⁽¹⁾ Primarily consists of $68.3 million in adjustments to customer relationships intangible assets and preliminary estimates of working capital and the funding status of certain pension benefit plans of the Merged Business as of the date of acquisition that are subject to a settlement with PPG in accordance with agreements entered into in connection with the Merger.

⁽²⁾ Deferred income taxes resulting from the revaluation of acquired assets and liabilities.

⁽³⁾ Includes preliminary estimates of working capital and the funding status of certain pension benefit plans of the Merged Business as of the date of acquisition that are subject to a settlement with PPG in accordance with agreements entered into in connection with the Merger.

Schedule of pro forma information

	Three Months Ended September 30,				Nine Months Ended September 30,

*(In millions, except per share data)*	2013		2012		2013			2012
Net sales	$	1,197.5	$	1,240.3	$	3,639.2		$	3,793.7
Net income attributable to Axiall	$	39.0	$	74.6	$	104.2	^(a)	$	195.9	^(b)
Earnings per share from net income attributable to Axiall:
Basic	$	0.56	$	1.07	$	1.49		$	2.80
Diluted	$	0.55	$	1.06	$	1.48		$	2.79

^(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) $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 nine months ended September 30, 2013 and comparable amounts are included in the nine months ended September 30, 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 nine months ended September 30, 2013 and comparable amounts are included in the nine months ended September 30, 2012 to reflect our consolidated results as if the Transactions had taken place on January 1, 2012.