0001590714-18-000144.txt : 20181226 0001590714-18-000144.hdr.sgml : 20181226 20181226164943 ACCESSION NUMBER: 0001590714-18-000144 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20181221 FILED AS OF DATE: 20181226 DATE AS OF CHANGE: 20181226 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FRANKLIN MARTIN E CENTRAL INDEX KEY: 0000940603 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36272 FILM NUMBER: 181253039 MAIL ADDRESS: STREET 1: C/O MARIPOSA CAPITAL, LLC STREET 2: 5200 BLUE LAGOON DRIVE, SUITE 855 CITY: MIAMI STATE: FL ZIP: 33126 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Platform Specialty Products Corp CENTRAL INDEX KEY: 0001590714 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS CHEMICAL PRODUCTS [2890] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1450 CENTREPARK BOULEVARD STREET 2: SUITE 210 CITY: WEST PALM BEACH STATE: FL ZIP: 33401 BUSINESS PHONE: 561-207-9600 MAIL ADDRESS: STREET 1: 1450 CENTREPARK BOULEVARD STREET 2: SUITE 210 CITY: WEST PALM BEACH STATE: FL ZIP: 33401 4 1 wf-form4_154586096730853.xml FORM 4 X0306 4 2018-12-21 0 0001590714 Platform Specialty Products Corp PAH 0000940603 FRANKLIN MARTIN E C/O PLATFORM SPECIALTY PRODUCTS CORP. 1450 CENTREPARK BLVD, SUITE 210 WEST PALM BEACH FL 33401 1 0 1 0 Common Stock, par value $0.01 per share 2018-12-21 4 S 0 2419258 9.91 D 2419500 I By MEF Holdings II, LLLP Common Stock, par value $0.01 per share 2437449 I By MEF Holdings, LLLP Common Stock, par value $0.01 per share 10449987 I By Mariposa Acquisition, LLC Common Stock, par value $0.01 per share 243110 I By RSMA, LLC On December 21, 2018, the reporting person sold the LP Interest (as defined in footnote 3 below) to MEF Holdings, LLLP ("MEF LLLP") for an installment note as further described in footnote 2 below. The reporting person is the indirect general partner and holder of all general partnership interests of MEF LLLP. The reported per share price was determined by applying the mean of the highest and lowest quoted selling prices of the shares on the date of the transaction. Such reported price per share and the principal amount of the installment note evidencing the purchase price of the LP Interest is subject to any and all valuation discounts applicable to the determination of the fair market value of the LP Interest for federal gift tax purposes as of the date of the transaction, to be determined pursuant to a third-party appraisal. Prior to the sale transaction reported herein, through one or more indirect transfers for estate planning purposes, all of which were exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") pursuant to Rule 16a-13 promulgated thereunder, the reporting person transferred all of his interest in the shares previously reported as owned by the reporting person through his revocable trust which were then held by the revocable trust to a newly formed limited liability limited partnership, MEF Holdings II, LLLP ("MEF II LLLP"), of which the reporting person was, at the time of such transfers, the indirect general partner and holder of all general partnership interests of MEF II LLLP and the indirect sole limited partner and holder of all limited partnership interests of MEF II LLLP (such limited partnership interests being the "LP Interest"). Following the sale transaction reported herein, the reporting person will continue to control the general partner of MEF II LLLP. As a result of the foregoing, the reporting person may be deemed to have beneficial ownership (as determined under Section 16 of the Exchange Act) of the shares held by MEF II LLLP, to the extent of his pecuniary interest therein. The reporting person disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein. EXPLANATORY NOTE: THE TRANSACTIONS REPORTED ON THIS FORM 4 RELATE TO TRANSFERS MADE FOR ESTATE PLANNING PURPOSES. THESE TRANSACTIONS DID NOT IMPACT THE AGGREGATE NUMBER OF SHARES OVER WHICH THE REPORTING PERSON HAS THE POWER TO VOTE OR TO DIRECT TO VOTE OR THE POWER TO DISPOSE OR TO DIRECT THE DISPOSITION. /s/ John E. Capps as Attorney-in-Fact for Martin E. Franklin 2018-12-26