AgroFresh Solutions (AGFS) 10-Q9 Nov 172017 Q3 Quarterly reportFinancial data

Company Profile

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2017	Nov. 03, 2017
Document and Entity Information
Entity Registrant Name	AgroFresh Solutions, Inc.
Entity Central Index Key	1,592,016
Document Type	10-Q
Document Period End Date	Sep. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		50,337,382
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q3

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Current Assets:
Cash and cash equivalents	$ 75,418	$ 77,312
Accounts receivable, net of allowance for doubtful accounts of $1,502 and $1,242, respectively	78,787	63,675
Inventories	16,952	15,467
Other current assets	14,319	14,047
Total current assets	185,476	170,501
Property and equipment, net	9,299	8,048
Intangible assets, net	748,793	776,584
Deferred income tax assets	7,694	8,459
Other assets	2,043	2,252
TOTAL ASSETS	953,305	965,844
Current Liabilities:
Accounts payable	14,438	12,133
Current portion of long-term debt	5,313	15,250
Income taxes payable	6,017	3,121
Accrued expenses and other current liabilities	48,094	66,366
Total current liabilities	73,862	96,870
Long-term debt	402,333	392,996
Other noncurrent liabilities	70,397	140,833
Deferred income tax liabilities	22,790	0
Total liabilities	569,382	630,699
Commitments and contingencies (see Note 17)
Stockholders’ equity:
Common stock, par value $0.0001; 400,000,000 shares authorized, 51,001,395 and 50,698,587 shares issued and 50,340,014 and 50,037,206 shares outstanding at September 30, 2017 and December 31, 2016, respectively	5	5
Preferred stock; par value $0.0001, 1 share authorized and outstanding at September 30, 2017 and December 31, 2016	0	0
Treasury stock; par value $0.0001, 661,381 shares at September 30, 2017 and December 31, 2016	(3,885)	(3,885)
Additional paid-in capital	532,337	475,598
Accumulated deficit	(132,076)	(132,200)
Accumulated other comprehensive loss	(12,458)	(4,373)
Total stockholders' equity	383,923	335,145
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 953,305	$ 965,844

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Allowance for doubtful accounts	$ 1,502	$ 1,242
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	400,000,000	400,000,000
Common stock, shares issued (in shares)	51,001,395	50,698,587
Common stock, shares outstanding (in shares)	50,340,014	50,037,206
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	1	1
Preferred stock, shares outstanding (in shares)	1	1
Treasury stock (in shares)	661,381	661,381
Treasury Stock
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Income Statement [Abstract]
Net sales	$ 60,772	$ 61,200	$ 109,891	$ 107,996
Cost of sales (excluding amortization, shown separately below)	11,620	8,905	21,365	48,558
Gross profit	49,152	52,295	88,526	59,438
Research and development expenses	3,071	2,983	10,103	11,220
Selling, general, and administrative expenses	14,462	15,173	44,328	49,385
Amortization of intangibles	10,445	10,080	31,335	29,878
Change in fair value of contingent consideration	(1,424)	(1,569)	(2,420)	(4,969)
Operating income (loss)	22,598	25,628	5,180	(26,076)
Other (expense) income	(295)	(38)	(40)	16
(Loss) gain on foreign currency exchange	(487)	924	10,584	682
Interest expense, net	(8,638)	(14,526)	(27,495)	(43,850)
Income (loss) before income taxes	13,178	11,988	(11,771)	(69,228)
Income tax expense (benefit)	3,632	4,676	(11,895)	(26,239)
Net income (loss)	$ 9,546	$ 7,312	$ 124	$ (42,989)
Net income (loss) per share:
Basic (in dollars per share)	$ 0.19	$ 0.15	$ 0	$ (0.87)
Diluted (in dollars per share)	$ 0.19	$ 0.15	$ 0	$ (0.87)
Weighted average shares outstanding:
Basic (in shares)	49,676,923	49,567,735	49,852,337	49,385,733
Diluted (in shares)	50,169,434	49,627,800	50,134,591	49,385,733

CONDENSED CONSOLIDATED STATEME5

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ 9,546	$ 7,312	$ 124	$ (42,989)
Other comprehensive income (loss):
Foreign currency translation adjustments	2,200	(114)	(8,085)	4,619
Comprehensive income (loss)	$ 11,746	$ 7,198	$ (7,961)	$ (38,370)

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Preferred Stock	Common Stock	Treasury Stock	Additional Paid-in-Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)
Balances - beginning at Dec. 31, 2015	$ 443,903	$ 0	$ 5	$ (2,397)	$ 472,494	$ (20,640)	$ (5,559)
Balances - beginning (in shares) at Dec. 31, 2015		1	49,940,548
Increase (Decrease) in Stockholders' Equity
Stock-based compensation	2,901				2,901
Issuance of restricted stock (in shares)			644,395
Repurchase of stock for treasury	(1,488)			(1,488)	0
Comprehensive loss	(38,370)					(42,989)	4,619
Balances - ending at Sep. 30, 2016	406,946	$ 0	$ 5	(3,885)	475,395	(63,629)	(940)
Balances- ending (in shares) at Sep. 30, 2016		1	50,584,943
Balances - beginning at Dec. 31, 2016	335,145	$ 0	$ 5	(3,885)	475,598	(132,200)	(4,373)
Balances - beginning (in shares) at Dec. 31, 2016		1	50,698,587
Increase (Decrease) in Stockholders' Equity
Stock-based compensation	1,318				1,318
Transfer of director compensation from liability to equity	332				332
Issuance of restricted stock (in shares)			302,808
Settlement of Dow liabilities, net of income tax	55,089				55,089
Comprehensive loss	(7,961)					124	(8,085)
Balances - ending at Sep. 30, 2017	$ 383,923	$ 0	$ 5	$ (3,885)	$ 532,337	$ (132,076)	$ (12,458)
Balances- ending (in shares) at Sep. 30, 2017		1	51,001,395

CONDENSED CONSOLIDATED STATEME7

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016
Cash flows from operating activities:
Net income (loss)	$ 124	$ (42,989)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	33,102	31,777
Provision for bad debts	260	0
Stock-based compensation for equity classified awards	1,318	2,901
Pension expense	227	0
Amortization of inventory fair value adjustment	0	30,377
Amortization of deferred financing costs	1,764	1,696
Accretion of contingent consideration	7,297	22,931
Decrease in fair value of contingent consideration	(2,420)	(4,969)
Deferred income taxes	(16,445)	(24,910)
Loss on sales of property	81	21
Other	93	850
Changes in operating assets and liabilities:
Accounts receivable	(8,699)	(8,520)
Inventories	(1,363)	(2,191)
Prepaid expenses and other current assets	(321)	(19,627)
Accounts payable	(9,486)	341
Accrued expenses and other liabilities	7,691	5,272
Income taxes payable	3,050	1,206
Other assets and liabilities	(1,354)	711
Net cash provided by (used in) operating activities	14,919	(5,123)
Cash flows from investing activities:
Cash paid for property and equipment	(5,281)	(5,449)
Proceeds from sale of property	99	8
Other investments	(1,050)	0
Net cash used in investing activities	(6,232)	(5,441)
Cash flows from financing activities:
Payment of Dow liabilities settlement	(10,000)	0
Repayment of long term debt	(2,125)	(3,188)
Repurchase of stock for treasury	0	(1,488)
Net cash used in financing activities	(12,125)	(4,676)
Effect of exchange rate changes on cash and cash equivalents	1,544	2,152
Net decrease in cash and cash equivalents	(1,894)	(13,088)
Cash and cash equivalents, beginning of period	77,312	57,765
Cash and cash equivalents, end of period	75,418	44,677
Supplemental disclosures of cash flow information:
Cash paid for interest	12,309	18,460
Cash paid for income taxes	1,811	2,487
Supplemental schedule of non-cash investing and financing activities:
Accrued purchases of property and equipment	1,422	35
Settlement of Dow liabilities not resulting from cash payment, net of deferred income taxes	$ 55,089	$ 0

Description of Business

Description of Business	9 Months Ended
Description of Business	Sep. 30, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Description of Business	Description of Business AgroFresh Solutions, Inc. (the “Company”) is a global leader in the food quality preservation and waste reduction space, providing proprietary advanced technologies and innovative data-driven specialty solutions aimed at enabling growers and packers of fresh produce to preserve and enhance its freshness, quality and value to maximize the percentage of produce supplied to the market relative to the amount of produce grown, as well as increase consumer appeal of product at retail. The Company currently offers SmartFresh TM applications at customer sites through a direct service model and provides advisory services relying on its extensive knowledge on the use of its products over thousands of monitored applications. The Company operates in over 40 countries and currently derives the majority of its revenue working with customers to protect the value of apples, pears, and other produce during storage. Additionally the Company has a number of different solutions and application technologies that have either been launched (Harvista, RipeLock, LandSpring) or will be launched in the future that will seek to extend its footprint to other crops and steps of the global produce supply chain. The end markets that the Company serves are seasonal and are generally aligned with the seasonal growing patterns of the Company’s customers. For those customers growing, harvesting or storing apples, the Company’s primary target market, the peak season in the southern hemisphere is the first and second quarters of each year, while the peak season in the northern hemisphere is the third and fourth quarters of each year. Within each half-year period (i.e., January through June for the southern hemisphere, and July through December for the northern hemisphere) the apple growing season has historically occurred during both quarters. A variety of factors, including weather, may affect the timing of the growing, harvesting and storing patterns of the Company’s customers and therefore shift the consumption of the Company’s services and products between the first and second quarters primarily in the southern hemisphere or between the third and fourth quarters primarily in the northern hemisphere. The Company was originally incorporated as Boulevard Acquisition Corp. (“Boulevard”), a blank check company, in Delaware on October 24, 2013, and was formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination. On July 31, 2015, the Company completed a business combination (the "Business Combination") with The Dow Chemical Company ("Dow") and changed its name to AgroFresh Solutions, Inc. Prior to consummation of the Business Combination, the Company’s efforts were limited to organizational activities, its initial public offering and related financings, and the search for suitable business acquisition transactions.

Basis of Presentation and Summa

Basis of Presentation and Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Basis of Presentation and Summary of Significant Accounting Policies	Basis of Presentation and Summary of Significant Accounting Policies The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission. These financial statements include all adjustments that are necessary for a fair presentation of the Company's condensed consolidated results of operations, financial condition and cash flows for the periods shown, including normal, recurring accruals and other items. The condensed consolidated results of operations for the interim periods presented are not necessarily indicative of results for the full year. For additional information, these condensed consolidated financial statements should be read in conjunction with the consolidated and combined financial statements and notes included in the Company's Annual Report filed on Form 10-K for the year ended December 31, 2016 . Recently Issued Accounting Guidance In May 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-09, Compensation-Stock Compensation (Topic 718) Scope of Modification Accounting. ASU 2017-09 addresses the changes to the terms and conditions of share-based awards. The ASU is effective for periods beginning after December 15, 2017 and interim periods therein on a modified retrospective basis. The Company is currently evaluating the impact this guidance will have on its financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which has been updated through several revisions and clarifications since its original issuance. The standard will require revenue recognized to represent the transfer of promised goods or services to customers at an amount that reflects the consideration which a company expects to receive in exchange for those goods or services. The standard also requires new, expanded disclosures regarding revenue recognition. The standard will be effective January 1, 2018 with early adoption permissible beginning January 1, 2017. The Company is continuing to evaluate the impact that ASU 2014-09 will have on its consolidated financial statements and related disclosures. As the Company continues the evaluation and implementation process, it expects that there will be an impact to the Company’s financial reporting disclosures as well as any related business operations processes and internal controls over financial reporting. As part of the assessment performed through the date of this filing, the Company has created an implementation working group, which includes internal and third-party resources. As part of its implementation plan, the Company has adopted implementation controls that will allow it to properly and timely adopt the new revenue accounting standard on its effective date. In particular, the Company adopted implementation controls related to the following: • Developed a detailed project plan with key milestone dates; • Performed education of the new accounting standard; • Outlined the revenue generating activities that fall within the scope of ASU 2014-09, and is continuing to assess what impact the new accounting standard will have on those activities; and • Monitoring and assessment of the impact of changes to ASU 2014-09 and its interpretations as they become available. Specific considerations made to date on the impact of adopting ASU 2014-09 include: • Collectibility - The valuation of revenue and accounts receivable, including whether negotiated contractual prices constitute price concessions or acceptance of the customer’s credit risk and how this impacts the timing of the Company’s revenue recognition. Currently, the Company recognizes revenue for the entire sales price and separately records a provision for bad debt as a component of operating expenses. • Performance Obligations - The treatment of the Company’s customer contracts, including whether the various goods and services promised in these contracts are distinct performance obligations, and the timing of revenue recognition for these goods and services. Currently, revenue is recognized at the time the product is applied to the fruits or vegetables as this represents the point at which the Company’s performance obligation to the customer has been completed. • Variable Consideration - The estimation and constraining of variable consideration, including rebates and how the Company will allocate these items to the performance obligations to its customer contracts. Currently, revenue is recognized net of estimated payments that are expected to be paid under rebate programs. • Significant Financing Component - Assessing whether certain contracts with customers provide a service of financing in addition to the delivery of the goods or services. In addition, the Company is assessing whether it can apply the practical expedient alleviating the application of the significant financing component requirements if the period between when the transfers of promised goods or services to a customer and when the customer pays for that good or service is one year or less. Currently, the Company does not recognize imputed interest on its accounts receivables due to its customary trade terms that do not exceed one year. • Contract Costs - The Company is continuing to assess the impact of ASU 2014-09 on the costs to acquire and fulfill its customer contracts, including whether the Company can apply the practical expedient of expensing contract costs when incurred if the amortization period of the asset that the Company would have recognized is one year or less. Currently, the Company’s accounting policy is to expense contract costs as they are incurred. • Transition Method - The Company is expecting to use a modified retrospective method of adoption, which would require a cumulative adjustment to opening retained earnings at the date of adoption (January 1, 2018), as opposed to a full retrospective application which would require a restatement of each comparable period presented within the financial statements. The Company is continuing to assess whether a material cumulative adjustment is necessary. The significant assessment and implementation matters to be addressed prior to adopting ASU 2014-09 are as follows: • Completing the Company’s review of customer contracts in scope of ASU 2014-09; • Calculating the transition method adjustment; • Determining the impact that the new accounting standard will have on the Company’s consolidated financial statements and related disclosures; and • Updating, as needed, the Company’s business processes, systems and controls required to comply with ASU 2014-09 upon its effective date of January 1, 2018. The Company anticipates completing its evaluation of the impact of ASU 2014-09 during the next three months and will adopt ASU 2014-09 when it becomes effective on January 1, 2018. In March 2017, the FASB issued ASU 2017-07, “ Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.” ASU No. 2017-07 requires employers to separate the service cost component from other components of net periodic benefit costs and to disclose the amounts of net periodic benefit costs that are included in each income statement line item. The amendments of this ASU are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently in the process of assessing the impact this guidance will have on its financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business , in an effort to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments of this ASU are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The adoption of this guidance is not expected to have a material impact on the Company's financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 addresses how certain cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2017. The Company is currently evaluating the impact this guidance will have on its financial statements. In February 2015, the FASB issued ASU 2016-2, “Leases.” This update requires management to recognize lease assets and lease liabilities by lessees for all operating leases. The ASU is effective for periods beginning after December 15, 2018 and interim periods therein on a modified retrospective basis. The Company is currently evaluating the impact this guidance will have on its financial statements.

Settlement with Dow

Settlement with Dow	9 Months Ended
Settlement with Dow	Sep. 30, 2017
Equity [Abstract]
Settlement with Dow	Settlement with Dow On April 4, 2017, the Company entered into an agreement (the “Amendment Agreement”) with Dow, Rohm and Haas Company (“R&H”), Boulevard Acquisition Sponsor, LLC (the “Sponsor”), AgroFresh Inc., a wholly-owned subsidiary of the Company, Avenue Capital Management II, L.P. (“Avenue”) and, solely as to certain sections of the Amendment Agreement, Joel Citron, Darren Thompson and Robert J. Campbell (collectively, the “Founding Holders”), Marc Lasry and Stephen Trevor. Pursuant to the Amendment Agreement and certain related agreements entered into on the same date (as described below), among other things, the Company and Dow agreed to modify certain obligations of the Company pursuant to (i) the Stock Purchase Agreement, dated April 30, 2015 (the “Purchase Agreement”), between the Company and Dow, (ii) the Tax Receivables Agreement, dated July 31, 2015 (the “Tax Receivables Agreement”), among the Company, Dow, R&H and AgroFresh Inc., and (iii) the Warrant Purchase Agreement, dated July 31, 2015 (the “Warrant Purchase Agreement”), among the Company, Dow, R&H and the Sponsor. Each of Mr. Campbell and Mr. Lasry is a member of the Company's board of directors, Mr. Trevor was a member of the Company’s board of directors at the time the Amendment Agreement was entered into, and each of Dow and the Sponsor is a significant stockholder of the Company. Amendment Agreement $20.0 million , of which $10.0 million was paid on April 4, 2017 and the remaining $10.0 million is payable on or before January 31, 2018 , in full satisfaction of the Company’s obligations with respect to (i) the working capital adjustment under the Purchase Agreement, (ii) certain transfer and value added tax reimbursement obligations under the Purchase Agreement, and (iii) the amount payable to Dow pursuant to the Tax Receivables Agreement on account of the 2015 tax year. As of March 31, 2017, these liabilities, inclusive of accrued interest, were approximately $17.0 million , $9.3 million , and $12.0 million , respectively. During the nine months ended September 30, 2017 , the liabilities were reduced by approximately $18.2 million . Also pursuant to the Amendment Agreement, each of Avenue and Dow agreed to make available to the Company a credit facility, providing for loans of up to $50.0 million each, for use to complete one or more potential acquisitions prior to December 31, 2019, in each case subject to approval by both Avenue and Dow. First Amendment to Tax Receivables Agreement The Company, Dow, R&H and AgroFresh Inc. entered into a First Amendment to the Tax Receivables Agreement (the “TRA Amendment”). The TRA Amendment reduces, from 85% to 50% , the percentage that the Company is required to pay to Dow pursuant to the Tax Receivables Agreement of the annual tax savings, if any, in U.S. Federal, state and local income tax or franchise tax that the Company actually realizes as a result of the increase in tax basis of the AgroFresh assets resulting from a Section 338(h)(10) election that the Company and Dow made in connection with the transactions contemplated by the Purchase Agreement. During the nine months ended September 30, 2017 the liability to Dow was reduced by approximately $75.3 million as a result of the TRA Amendment. Stock Buyback Agreement The Company and Dow entered into a letter agreement (the “Stock Buyback Agreement”), pursuant to which Dow agreed to use its reasonable best efforts to purchase up to 5,070,358 shares of the Company’s common stock in the open market (representing approximately 10% of the total number of shares of the Company’s common stock then outstanding), over a period of up to 18 months . Termination of Warrant Purchase Agreement The Company, Dow, R&H and the Sponsor entered into a letter agreement, pursuant to which the Warrant Purchase Agreement was terminated effective immediately. As a result of the Amendment Agreement, the TRA Amendment and the termination of the Warrant Purchase Agreement, the Company reduced the related liabilities during the first nine months of 2017 as follows: (amounts in millions) Nine Months Ended Amendment Agreement $ 18.2 Warrant Purchase Agreement 1.6 TRA Amendment 75.3 Deferred tax adjustment related to Dow settlement (40.0 ) Total reduction in related liabilities $ 55.1 The Company recorded an increase to additional paid in capital, net of deferred income taxes of $40.0 million , as an offset to the reduction in related liabilities, as the Company entered into the April 4, 2017 agreements with related parties and the transaction has been treated as a capital transaction. Related Party Transactions Pursuant to the Business Combination the Company consummated on April 30, 2015 with Dow, a related party, the Company agreed to certain obligations with Dow pursuant to the Purchase Agreement, the Tax Receivables Agreement, and the Warrant Purchase Agreement, dated July 31, 2015. On April 4, 2017 the Company and Dow amended the Purchase Agreement and the Tax Receivables Agreement pursuant to the Amendment Agreement and TRA Amendment, and entered into the Stock Buyback Agreement, each as described under Note 3 above. The Company is also a party to ongoing agreements with Dow, including, but not limited to, operating-related agreements for certain transition services, seconded employees and occupancy. In connection with a transition services agreement entered into in connection with the Business Combination, the Company paid Dow a $5.0 million set-up fee which is being amortized from September 2015 through December 2017, which is the period during which the services are expected to be provided. The Company incurred expenses for such services for the nine months ended September 30, 2017 and September 30, 2016 as follows: (amounts in thousands) Nine Months Ended Nine Months Ended Amortization of prepayment related to set-up of transition services $ 620 $ 1,319 Ongoing costs of transition services agreement 2,228 3,604 Rent expense 693 951 Amortization of prepayment related to Dow importation services — 397 Other expenses 379 835 Total incurred expenses $ 3,920 $ 7,106 As of September 30, 2017 and September 30, 2016 , the Company had an outstanding payable to Dow of $0.7 million and $2.5 million , respectively. See Notes 9 and 11 for other related party disclosures. The Company has a minority investment in RipeLocker, LCC ("RipeLocker"), a company led by George Lobisser, a director of AgroFresh. On November 29, 2016, the Company entered into a Mutual Services Agreement (the “Services Agreement”) with George Lobisser and RipeLocker, LLC. Pursuant to the Services Agreement, Mr. Lobisser is entitled to receive a consulting fee of $5,000 per full day for time spent performing consulting services under this Agreement (pro-rated for any partial day), plus reimbursement for out-of-pocket expenses. In February 2017, the Company and Mr. Lobisser agreed to substantially curtail any mutual consulting services to be provided under the Services Agreement, and that any further services would be provided at no charge. For the nine months ended September 30, 2017 , there were no material amounts paid and as of September 30, 2017 , there were no material amounts owed to RipeLocker or Mr. Lobisser for consulting services.

Related Party Transactions

Related Party Transactions	9 Months Ended
Related Party Transactions	Sep. 30, 2017
Related Party Transactions [Abstract]
Related Party Transactions	Settlement with Dow On April 4, 2017, the Company entered into an agreement (the “Amendment Agreement”) with Dow, Rohm and Haas Company (“R&H”), Boulevard Acquisition Sponsor, LLC (the “Sponsor”), AgroFresh Inc., a wholly-owned subsidiary of the Company, Avenue Capital Management II, L.P. (“Avenue”) and, solely as to certain sections of the Amendment Agreement, Joel Citron, Darren Thompson and Robert J. Campbell (collectively, the “Founding Holders”), Marc Lasry and Stephen Trevor. Pursuant to the Amendment Agreement and certain related agreements entered into on the same date (as described below), among other things, the Company and Dow agreed to modify certain obligations of the Company pursuant to (i) the Stock Purchase Agreement, dated April 30, 2015 (the “Purchase Agreement”), between the Company and Dow, (ii) the Tax Receivables Agreement, dated July 31, 2015 (the “Tax Receivables Agreement”), among the Company, Dow, R&H and AgroFresh Inc., and (iii) the Warrant Purchase Agreement, dated July 31, 2015 (the “Warrant Purchase Agreement”), among the Company, Dow, R&H and the Sponsor. Each of Mr. Campbell and Mr. Lasry is a member of the Company's board of directors, Mr. Trevor was a member of the Company’s board of directors at the time the Amendment Agreement was entered into, and each of Dow and the Sponsor is a significant stockholder of the Company. Amendment Agreement $20.0 million , of which $10.0 million was paid on April 4, 2017 and the remaining $10.0 million is payable on or before January 31, 2018 , in full satisfaction of the Company’s obligations with respect to (i) the working capital adjustment under the Purchase Agreement, (ii) certain transfer and value added tax reimbursement obligations under the Purchase Agreement, and (iii) the amount payable to Dow pursuant to the Tax Receivables Agreement on account of the 2015 tax year. As of March 31, 2017, these liabilities, inclusive of accrued interest, were approximately $17.0 million , $9.3 million , and $12.0 million , respectively. During the nine months ended September 30, 2017 , the liabilities were reduced by approximately $18.2 million . Also pursuant to the Amendment Agreement, each of Avenue and Dow agreed to make available to the Company a credit facility, providing for loans of up to $50.0 million each, for use to complete one or more potential acquisitions prior to December 31, 2019, in each case subject to approval by both Avenue and Dow. First Amendment to Tax Receivables Agreement The Company, Dow, R&H and AgroFresh Inc. entered into a First Amendment to the Tax Receivables Agreement (the “TRA Amendment”). The TRA Amendment reduces, from 85% to 50% , the percentage that the Company is required to pay to Dow pursuant to the Tax Receivables Agreement of the annual tax savings, if any, in U.S. Federal, state and local income tax or franchise tax that the Company actually realizes as a result of the increase in tax basis of the AgroFresh assets resulting from a Section 338(h)(10) election that the Company and Dow made in connection with the transactions contemplated by the Purchase Agreement. During the nine months ended September 30, 2017 the liability to Dow was reduced by approximately $75.3 million as a result of the TRA Amendment. Stock Buyback Agreement The Company and Dow entered into a letter agreement (the “Stock Buyback Agreement”), pursuant to which Dow agreed to use its reasonable best efforts to purchase up to 5,070,358 shares of the Company’s common stock in the open market (representing approximately 10% of the total number of shares of the Company’s common stock then outstanding), over a period of up to 18 months . Termination of Warrant Purchase Agreement The Company, Dow, R&H and the Sponsor entered into a letter agreement, pursuant to which the Warrant Purchase Agreement was terminated effective immediately. As a result of the Amendment Agreement, the TRA Amendment and the termination of the Warrant Purchase Agreement, the Company reduced the related liabilities during the first nine months of 2017 as follows: (amounts in millions) Nine Months Ended Amendment Agreement $ 18.2 Warrant Purchase Agreement 1.6 TRA Amendment 75.3 Deferred tax adjustment related to Dow settlement (40.0 ) Total reduction in related liabilities $ 55.1 The Company recorded an increase to additional paid in capital, net of deferred income taxes of $40.0 million , as an offset to the reduction in related liabilities, as the Company entered into the April 4, 2017 agreements with related parties and the transaction has been treated as a capital transaction. Related Party Transactions Pursuant to the Business Combination the Company consummated on April 30, 2015 with Dow, a related party, the Company agreed to certain obligations with Dow pursuant to the Purchase Agreement, the Tax Receivables Agreement, and the Warrant Purchase Agreement, dated July 31, 2015. On April 4, 2017 the Company and Dow amended the Purchase Agreement and the Tax Receivables Agreement pursuant to the Amendment Agreement and TRA Amendment, and entered into the Stock Buyback Agreement, each as described under Note 3 above. The Company is also a party to ongoing agreements with Dow, including, but not limited to, operating-related agreements for certain transition services, seconded employees and occupancy. In connection with a transition services agreement entered into in connection with the Business Combination, the Company paid Dow a $5.0 million set-up fee which is being amortized from September 2015 through December 2017, which is the period during which the services are expected to be provided. The Company incurred expenses for such services for the nine months ended September 30, 2017 and September 30, 2016 as follows: (amounts in thousands) Nine Months Ended Nine Months Ended Amortization of prepayment related to set-up of transition services $ 620 $ 1,319 Ongoing costs of transition services agreement 2,228 3,604 Rent expense 693 951 Amortization of prepayment related to Dow importation services — 397 Other expenses 379 835 Total incurred expenses $ 3,920 $ 7,106 As of September 30, 2017 and September 30, 2016 , the Company had an outstanding payable to Dow of $0.7 million and $2.5 million , respectively. See Notes 9 and 11 for other related party disclosures. The Company has a minority investment in RipeLocker, LCC ("RipeLocker"), a company led by George Lobisser, a director of AgroFresh. On November 29, 2016, the Company entered into a Mutual Services Agreement (the “Services Agreement”) with George Lobisser and RipeLocker, LLC. Pursuant to the Services Agreement, Mr. Lobisser is entitled to receive a consulting fee of $5,000 per full day for time spent performing consulting services under this Agreement (pro-rated for any partial day), plus reimbursement for out-of-pocket expenses. In February 2017, the Company and Mr. Lobisser agreed to substantially curtail any mutual consulting services to be provided under the Services Agreement, and that any further services would be provided at no charge. For the nine months ended September 30, 2017 , there were no material amounts paid and as of September 30, 2017 , there were no material amounts owed to RipeLocker or Mr. Lobisser for consulting services.

Inventories

Inventories	9 Months Ended
Inventories	Sep. 30, 2017
Inventory Disclosure [Abstract]
Inventories	Inventories Inventories at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands) September 30, December 31, 2016 Raw material $ 1,143 $ 1,649 Work-in-process 6,323 7,963 Finished goods 8,694 5,132 Supplies 792 723 Total inventories $ 16,952 $ 15,467

Other Current Assets

Other Current Assets	9 Months Ended
Other Current Assets	Sep. 30, 2017
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Other Current Assets	Other Current Assets The Company's other current assets at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands) September 30, December 31, 2016 VAT receivable $ 9,783 $ 9,306 Prepaid income tax asset 2,066 1,910 Other 2,470 2,831 Total other current assets $ 14,319 $ 14,047

Property and Equipment

Property and Equipment	9 Months Ended
Property and Equipment	Sep. 30, 2017
Property, Plant and Equipment [Abstract]
Property and Equipment	Property and Equipment Property and equipment at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands, except for useful life data) Useful life (years) September 30, December 31, Leasehold improvements 7-20 $ 1,775 $ 1,463 Machinery & equipment 1-12 7,105 6,066 Furniture 1-12 967 843 Construction in progress 1,463 781 11,310 9,153 Less: accumulated depreciation (2,011 ) (1,105 ) Total property and equipment, net $ 9,299 $ 8,048 Depreciation expense for the three and nine months ended September 30, 2017 was $0.3 million and $0.9 million , respectively. Depreciation expense for the three and nine months ended September 30, 2016 was $0.2 million and $0.6 million , respectively. Depreciation expense is recorded in cost of sales, selling, general and administrative expense and research and development expense in the condensed consolidated statements of income (loss).

Intangible Assets

Intangible Assets	9 Months Ended
Intangible Assets	Sep. 30, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible Assets	Intangible Assets The Company’s intangible assets at September 30, 2017 and December 31, 2016 consisted of the following: September 30, 2017 December 31, 2016 (in thousands) Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Impairment Net Other intangible assets: Developed technology $ 757,000 $ (85,071 ) $ 671,929 $ 757,000 $ (55,623 ) $ — $ 701,377 In-process research and development 39,000 (2,347 ) 36,653 39,000 (722 ) — 38,278 Trade name 26,000 — 26,000 35,500 — (9,500 ) 26,000 Service provider network 2,000 — 2,000 2,000 — — 2,000 Customer relationships 8,000 (722 ) 7,278 8,000 (472 ) — 7,528 Software 1,200 (320 ) 880 660 (104 ) — 556 Software not yet placed in service 3,974 — 3,974 753 — — 753 Other 100 (21 ) 79 100 (8 ) — 92 Total intangible assets $ 837,274 $ (88,481 ) $ 748,793 $ 843,013 $ (56,929 ) $ (9,500 ) $ 776,584 At September 30, 2017 , the weighted-average amortization period remaining for the finite-lived intangible assets was 17.6 years. At September 30, 2017 , the weighted-average amortization periods remaining for developed technology, customer relationships, in-process R&D, software and other was 17.6 , 21.9 , 17.0 , 3.3 , and 4.8 years, respectively. Estimated annual amortization expense for finite-lived intangible assets, excluding amounts not placed in service, subsequent to September 30, 2017 is as follows: (in thousands) Amount 2017 (remaining) $ 10,518 2018 42,071 2019 42,052 2020 41,919 2021 41,814 Thereafter 538,445 Total $ 716,819

Accrued and Other Current Liabi

Accrued and Other Current Liabilities	9 Months Ended
Accrued and Other Current Liabilities	Sep. 30, 2017
Payables and Accruals [Abstract]
Accrued and Other Current Liabilities	Accrued and Other Current Liabilities The Company’s accrued and other current liabilities at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands) September 30, December 31, 2016 Warrant consideration $ — $ 1,080 Tax amortization benefit contingency 3,744 17,535 Working capital settlement — 17,000 Additional consideration due seller — 9,263 Dow settlement liability 10,000 — Accrued compensation and benefits 7,628 6,352 Accrued rebates payable 5,931 4,701 Insurance premium financing payable 953 578 Severance 412 1,564 Accrued taxes 8,561 4,598 Other 10,865 3,695 Total accrued and other current liabilities $ 48,094 $ 66,366 Refer to Note 3 regarding the contingent consideration owed to Dow as part of the Business Combination.

Debt

Debt	9 Months Ended
Debt	Sep. 30, 2017
Debt Disclosure [Abstract]
Debt	Debt Credit Facility On July 31, 2015, in connection with the consummation of the Business Combination, AgroFresh Inc. as the borrower and its parent, AF Solutions Holdings LLC (“AF Solutions Holdings”), a wholly-owned subsidiary of the Company, as the guarantor, entered into a Credit Agreement with Bank of Montreal, as administrative agent (the “Credit Facility”). The Credit Facility consists of a $425 million term loan (the “Term Loan”), with an amortization equal to 1.00% per year, and a $25 million revolving loan facility (the “Revolving Loan”). The Revolving Loan includes a $10 million letter-of-credit sub-facility, issuances against which reduce the available capacity for borrowing. As of September 30, 2017 , the Company has issued $0.5 million of letters of credit, against which no funds have been drawn. The Term Loan has a scheduled maturity date of July 31, 2021, and the Revolving Loan has a scheduled maturity date of July 31, 2019. The interest rates on borrowings under the facilities are either the alternate base rate plus 3.75% or LIBOR plus 4.75% per annum, with a 1.00% LIBOR floor (with step-downs in respect of borrowings under the Revolving Loan dependent upon the achievement of certain financial ratios). At September 30, 2017 , the effective interest rate was 6.68% . 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, including the common stock of AgroFresh Inc. Certain restrictive covenants are contained in the Credit Facility, which the Company was in compliance with as of September 30, 2017 . The Credit Facility imposes an overall cap on the total amount of dividends the Company can pay, together with the total amount of shares and warrants the Company can repurchase, of $12 million per fiscal year, and imposes certain other conditions on the Company’s ability to pay dividends. The Company’s debt, net of unamortized discounts and deferred financing fees, at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands) September 30, December 31, Total Term Loan outstanding $ 407,646 $ 408,246 Less: Amounts due within one year 5,313 15,250 Total long-term debt due after one year $ 402,333 $ 392,996 At September 30, 2017 , the Company evaluated the amount recorded under the Term Loan and determined that the fair value was approximately $416.5 million . The fair value of the debt is based on quoted inactive market prices and is therefore classified as Level 2 within the fair value hierarchy. The Term Loan is presented net of deferred issuance costs, which are amortized using the effective interest method over the term of the Term Loan. Gross deferred issuance costs at the inception of the Term Loan were $12.9 million and as of September 30, 2017 there were $8.9 million of unamortized deferred issuance costs. Scheduled principal repayments under the Term Loan subsequent to September 30, 2017 are as follows: (in thousands) Amount 2017 (remaining) $ 2,125 2018 4,250 2019 4,250 2020 4,250 2021 401,625 Total $ 416,500 Beginning with the year ended December 31, 2016, the Company is required to prepay Term Loan Borrowings and Incremental Term Loan Borrowings in an aggregate amount equal to 50% of the Excess Cash Flow for the fiscal year; provided that such amount of the Excess Cash Flow in any fiscal year shall be reduced by (i) the aggregate amount of prepayments of Term Loans and Incremental Term Loans made, (ii) to the extent accompanied by permanent reductions of Revolving Commitments, the aggregate amount of prepayments of Revolving Loans (other than prepayments financed with the proceeds of Indebtedness), (iii) repaid borrowings of Revolving Loans made on the Effective Date to account for any additional original issue discount or upfront fees that are implemented pursuant to the Fee Letter and (iv) the aggregate amount of cash dividends paid by the Company or Holdings to Holdings or Boulevard for the payment of the Seller Earnout; provided further that, prepayments of Term Loan Borrowings and Incremental Term Loan Borrowings shall only be required if 50% of the Excess Cash Flow for such fiscal year exceeds $5 million . The amount due under this provision for the year ended December 31, 2016 was originally estimated to be $11.0 million , but it was subsequently determined that no amount was payable for such year. There are no amounts due under this provision as of September 30, 2017 . At September 30, 2017 , there was $416.5 million outstanding under the Term Loan and no balance outstanding under the Revolving Loan. In July 2015, the Company incurred approximately $12.9 million in debt issuance costs related to the Term Loan and $1.3 million in costs related to the Revolving Loan. The debt issuance costs associated with the Term Loan were capitalized against the principal balance of the debt, and the Revolving Loan costs were capitalized in Other Assets. All issuance costs will be accreted through interest expense for the duration of each respective debt facility. The interest expense related to the amortization of the debt issuance costs during the three and nine months ended September 30, 2017 was approximately $0.6 million and $1.8 million , respectively.

Other Noncurrent Liabilities

Other Noncurrent Liabilities	9 Months Ended
Other Noncurrent Liabilities	Sep. 30, 2017
Liabilities, Other than Long-term Debt, Noncurrent [Abstract]
Other Noncurrent Liabilities	Other Noncurrent Liabilities The Company’s other noncurrent liabilities at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands) September 30, December 31, 2016 Tax amortization benefit contingency $ 65,855 $ 132,724 Deferred payment — 2,498 Other 4,542 5,611 Total other noncurrent liabilities $ 70,397 $ 140,833

Severance

Severance	9 Months Ended
Severance	Sep. 30, 2017
Compensation Related Costs [Abstract]
Severance	Severance There was $0.2 million and $0.3 million severance expense for the three and nine months ended September 30, 2017 , respectively. For the three and nine months ended September 30, 2016 , there was $1.2 million and $2.6 million of severance expense, respectively. This amount, which does not include stock compensation expense, was recorded in selling, general and administrative expense in the condensed consolidated statements of income (loss). As of September 30, 2017 , the Company had $0.6 million of severance liability, of which $0.4 million will be paid out over the next year.

Stockholders' Equity

Stockholders' Equity	9 Months Ended
Stockholders' Equity	Sep. 30, 2017
Stockholders' Equity Note [Abstract]
Stockholders' Equity	Stockholders’ Equity The authorized common stock of the Company consists of 400,000,000 shares with a par value of $0.0001 per share. Holders of the Company’s common stock are entitled to one vote for each share of common stock. As of September 30, 2017 , there were 50,340,014 shares of common stock outstanding. As of September 30, 2017 , there were warrants to purchase 15,983,072 shares of the Company’s common stock outstanding at a strike price of $11.50 . Of the 15,983,072 warrants, 9,823,072 were issued as part of the units sold in the Company's initial public offering in February 2014 and 6,160,000 warrants were sold in a private placement at the time of such public offering. In connection with and as a condition to the consummation of the Business Combination, the Company issued Rohm and Haas one share of Series A Preferred Stock. Rohm and Haas, voting as a separate class, is entitled to appoint one director to the Company’s board of directors for so long as Rohm and Haas beneficially holds 10% or more of the aggregate amount of the outstanding shares of common stock and non-voting common stock of the Company. The Series A Preferred Stock has no other rights.

Stock-based Compensation

Stock-based Compensation	9 Months Ended
Stock-based Compensation	Sep. 30, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-based Compensation	Stock-based Compensation Stock compensation expense for both equity-classified and liability-classified awards for the three and nine months ended September 30, 2017 was $0.5 million and $1.7 million , respectively. Stock compensation expense for both equity-classified and liability-classified awards for the three and nine months ended September 30, 2016 was $1.3 million and $3.2 million , respectively. Stock compensation expense is recognized in cost of goods sold, selling, general and administrative expenses, and research and development expenses. At September 30, 2017 , there was $5.0 million of unrecognized compensation cost relating to outstanding unvested equity instruments expected to be recognized over the weighted average period of 2.03 years.

Earnings Per Share

Earnings Per Share	9 Months Ended
Earnings Per Share	Sep. 30, 2017
Earnings Per Share [Abstract]
Earnings Per Share	Earnings Per Share Basic income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding for the period. In computing dilutive income (loss) per share, basic income (loss) per share is adjusted for the assumed issuance of all potentially dilutive share-based awards, including stock options, restricted stock and warrants. The following is a reconciliation of the weighted-average common shares outstanding used for the computation of basic and diluted net income (loss) per common share: Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended Basic weighted-average common shares outstanding 49,676,923 49,567,735 49,852,337 49,385,733 Effect of dilutive options, performance stock units and restricted stock 492,511 60,065 282,254 — Dilute weighted-average shares outstanding 50,169,434 49,627,800 50,134,591 49,385,733 Securities that could potentially be dilutive are excluded from the computation of diluted earnings per share when a loss from continuing operations exists or when the exercise price exceeds the average closing price of the Company's common stock during the period, because their inclusion would result in an anti-dilutive effect on per share amounts. The following amounts were not included in the calculation of net income (loss) per diluted share because their effects were anti-dilutive: (in thousands, except share data) Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended Stock-based compensation awards (1) : Stock options 577,500 584,375 577,500 584,375 Warrants: Private placement warrants 6,160,000 6,160,000 6,160,000 6,160,000 Public warrants 9,823,072 9,823,072 9,823,072 9,823,072 ——————————————————————————————— (1) SARs and Phantom Shares are payable in cash and will, therefore, have no impact on number of shares. Warrants and options are considered anti-dilutive and excluded when the exercise price exceeds the average market value of the Company’s common stock price during the applicable period. Performance share units are considered anti-dilutive if the performance targets upon which the issuance of the shares is contingent have not been achieved and the respective performance period has not been completed as of the end of the current period.

Income Taxes

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2017
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The effective tax rate for the three and nine months ended September 30, 2017 was 27.6% and 101.1% , respectively, compared to the effective tax rate for the three and nine months ended September 30, 2016 of 39.0% and 37.9% , respectively. The effective tax rate for the three months ended September 30, 2017 differs from the US statutory tax rate of 35% , primarily due to certain intercompany transactions that did not have a tax effect. The effective tax rate for the nine months ended September 30, 2017 differs from the US statutory tax rate of 35% due to the release of the valuation allowance related to net deferred tax assets in the U.S. tax jurisdiction. There were a series of tax adjustments as a result of the April 2017 settlement with Dow that resulted in $40.0 million additional U.S. deferred tax liabilities. The reduction of the Company's obligations to Dow on the balance sheet impacted purchase price consideration, ultimately decreasing the Company’s intangible’s tax basis determined for ASC 740 purposes. The Company considered these future sources of taxable income as additional positive evidence when concluding the deferred tax assets within the U.S. were more likely than not to be realized and reversed a valuation allowance of $15.4 million .

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies The Company is currently involved in various claims and legal actions that arise in the ordinary course of business. The Company has recorded reserves for loss contingencies based on the specific circumstances of each case. Such reserves are recorded when it is probable that a loss has been incurred as of the balance sheet date and can be reasonably estimated. Although the results of litigation and claims can never be predicted with certainty, the Company does not believe that the ultimate resolution of these actions will have a material adverse effect on the Company’s business, financial condition or results of operations. Purchase Commitments The Company has various purchasing contracts for contract manufacturing and research and development services which are based on the requirements of the business. Generally, the contracts are at prices not in excess of current market prices and do not commit the business to obligations outside the normal customary terms for similar contracts.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
Fair Value Measurements	Sep. 30, 2017
Fair Value Disclosures [Abstract]
Fair Value Measurements	Fair Value Measurements Liabilities Measured at Fair Value on a Recurring Basis The following table presents the fair value of the Company’s financial instruments that are measured at fair value on a recurring basis as of September 30, 2017 : (in thousands) Level 1 Level 2 Level 3 Total Tax amortization benefit contingency (2) — — 69,599 69,599 Deferred acquisition payment (3) — — 624 624 Stock appreciation rights (4) — — 57 57 Phantom shares (5) — — 32 32 Total $ — $ — $ 70,312 $ 70,312 The following table presents the fair value of the Company’s financial instruments that are measured at fair value on a recurring basis as of December 31, 2016 : (in thousands) Level 1 Level 2 Level 3 Total Warrant consideration (1) $ — $ 1,080 $ — $ 1,080 Tax amortization benefit contingency (2) — — 150,260 150,260 Deferred acquisition payment (3) — — 2,498 2,498 Stock appreciation rights (4) — — 22 22 Phantom shares (5) — — 4 4 Total $ — $ 1,080 $ 152,784 $ 153,864 ——————————————————————————————— (1) This liability relates to warrants to purchase the Company's common stock and future obligations to deliver additional such warrants in relation to the Business Combination. The inputs used in the fair value measurement were directly observable quoted prices for identical assets in an inactive market. Refer to Note 3 for additional details. (2) The fair value of the tax amortization benefit contingency is measured using an income approach based on the Company's best estimate of the undiscounted cash payments to be made, tax effected at 37% and discounted to present value utilizing an appropriate market discount rate. The valuation technique used did not change during the nine months ended September 30, 2017 . Refer to Note 3 for additional details. (3) The fair value of the deferred acquisition payment is measured using a Black-Scholes option pricing model and based on the Company's best estimate of the Company's average Business EBITDA, as defined in the Purchase Agreement (as defined in Note 3), over the two year period from January 1, 2016 to December 31, 2017. The valuation technique used did not change during the nine months ended September 30, 2017 . (4) The fair value of the stock appreciation rights were measured using a Black Scholes pricing model during the nine months ended September 30, 2017 . The valuation technique used did not change during the nine months ended September 30, 2017 . (5) The fair value of phantom shares are based on the fair value of the Company's common stock. The valuation technique used did not change during the nine months ended September 30, 2017 . There were no transfers between Level 1 and Level 2 and no transfers out of Level 3 of the fair value hierarchy during the nine months ended September 30, 2017 . At September 30, 2017 , the Company evaluated the amount recorded under the Term Loan and determined that the fair value was approximately $416.5 million . The carrying amounts of cash and cash equivalents, accounts receivable, and accounts payable approximate fair value. Changes in Financial Instruments Measured at Level 3 Fair Value on a Recurring Basis The following table presents the changes during the period presented in our Level 3 financial instruments that are measured at fair value on a recurring basis. These instruments relate to contingent consideration payable to Dow in connection to the Business Combination. (in thousands) Tax amortization benefit contingency Deferred acquisition payment Stock appreciation rights Phantom shares Total Balance, December 31, 2016 $ 150,260 $ 2,498 $ 22 $ 4 $ 152,784 Awards granted — — — — — Settlement of Dow liabilities (86,931 ) — — — (86,931 ) Accretion 7,297 — — — 7,297 Mark to market adjustment (1,027 ) (1,874 ) 35 28 (2,838 ) Balance, September 30, 2017 $ 69,599 $ 624 $ 57 $ 32 $ 70,312

Subsequent Events

Subsequent Events	9 Months Ended
Subsequent Events	Sep. 30, 2017
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events On November 7, 2017, the Company entered into a definitive agreement to acquire a controlling-interest in Tecnidex Fruit Protection, S.A.U. ("Tecnidex"). Tecnidex, a privately-held international company, is a leading provider of post-harvest fungicides, waxes, and biocides for the citrus market, with clients in 18 countries. For over 35 years, Tecnidex has been helping fruit and vegetable producers offer clean, safe and high-quality products to its regional clients. The purchase price is approximately €22.5 million (or approximately $26.1 million based on the exchange rate as of November 7, 2017), subject to customary purchase price adjustments, payable in cash. The Company expects to fund the acquisition with cash on hand, and following the acquisition the Company will own 75 percent of the outstanding Tecnidex shares. The Company has an option to purchase the remaining shares over time. The acquisition will be treated as a business combination. Due to the timing of the acquisition, the Company has not yet completed its initial accounting analysis. As a result, the Company is unable to provide amounts recognized as of the acquisition date for major classes of assets and liabilities acquired and resulting from the transaction including any intangible assets or goodwill. The transaction is expected to close as soon as the fourth quarter of 2017.

Basis of Presentation and Sum27

Basis of Presentation and Summary of Significant Accounting Policies (Policy)	9 Months Ended
	Sep. 30, 2017
Accounting Policies [Abstract]
Basis of Presentation	The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission. These financial statements include all adjustments that are necessary for a fair presentation of the Company's condensed consolidated results of operations, financial condition and cash flows for the periods shown, including normal, recurring accruals and other items. The condensed consolidated results of operations for the interim periods presented are not necessarily indicative of results for the full year. For additional information, these condensed consolidated financial statements should be read in conjunction with the consolidated and combined financial statements and notes included in the Company's Annual Report filed on Form 10-K for the year ended December 31, 2016 .
Recently Issued Accounting Guidance	Recently Issued Accounting Guidance In May 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-09, Compensation-Stock Compensation (Topic 718) Scope of Modification Accounting. ASU 2017-09 addresses the changes to the terms and conditions of share-based awards. The ASU is effective for periods beginning after December 15, 2017 and interim periods therein on a modified retrospective basis. The Company is currently evaluating the impact this guidance will have on its financial statements. In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”), which has been updated through several revisions and clarifications since its original issuance. The standard will require revenue recognized to represent the transfer of promised goods or services to customers at an amount that reflects the consideration which a company expects to receive in exchange for those goods or services. The standard also requires new, expanded disclosures regarding revenue recognition. The standard will be effective January 1, 2018 with early adoption permissible beginning January 1, 2017. The Company is continuing to evaluate the impact that ASU 2014-09 will have on its consolidated financial statements and related disclosures. As the Company continues the evaluation and implementation process, it expects that there will be an impact to the Company’s financial reporting disclosures as well as any related business operations processes and internal controls over financial reporting. As part of the assessment performed through the date of this filing, the Company has created an implementation working group, which includes internal and third-party resources. As part of its implementation plan, the Company has adopted implementation controls that will allow it to properly and timely adopt the new revenue accounting standard on its effective date. In particular, the Company adopted implementation controls related to the following: • Developed a detailed project plan with key milestone dates; • Performed education of the new accounting standard; • Outlined the revenue generating activities that fall within the scope of ASU 2014-09, and is continuing to assess what impact the new accounting standard will have on those activities; and • Monitoring and assessment of the impact of changes to ASU 2014-09 and its interpretations as they become available. Specific considerations made to date on the impact of adopting ASU 2014-09 include: • Collectibility - The valuation of revenue and accounts receivable, including whether negotiated contractual prices constitute price concessions or acceptance of the customer’s credit risk and how this impacts the timing of the Company’s revenue recognition. Currently, the Company recognizes revenue for the entire sales price and separately records a provision for bad debt as a component of operating expenses. • Performance Obligations - The treatment of the Company’s customer contracts, including whether the various goods and services promised in these contracts are distinct performance obligations, and the timing of revenue recognition for these goods and services. Currently, revenue is recognized at the time the product is applied to the fruits or vegetables as this represents the point at which the Company’s performance obligation to the customer has been completed. • Variable Consideration - The estimation and constraining of variable consideration, including rebates and how the Company will allocate these items to the performance obligations to its customer contracts. Currently, revenue is recognized net of estimated payments that are expected to be paid under rebate programs. • Significant Financing Component - Assessing whether certain contracts with customers provide a service of financing in addition to the delivery of the goods or services. In addition, the Company is assessing whether it can apply the practical expedient alleviating the application of the significant financing component requirements if the period between when the transfers of promised goods or services to a customer and when the customer pays for that good or service is one year or less. Currently, the Company does not recognize imputed interest on its accounts receivables due to its customary trade terms that do not exceed one year. • Contract Costs - The Company is continuing to assess the impact of ASU 2014-09 on the costs to acquire and fulfill its customer contracts, including whether the Company can apply the practical expedient of expensing contract costs when incurred if the amortization period of the asset that the Company would have recognized is one year or less. Currently, the Company’s accounting policy is to expense contract costs as they are incurred. • Transition Method - The Company is expecting to use a modified retrospective method of adoption, which would require a cumulative adjustment to opening retained earnings at the date of adoption (January 1, 2018), as opposed to a full retrospective application which would require a restatement of each comparable period presented within the financial statements. The Company is continuing to assess whether a material cumulative adjustment is necessary. The significant assessment and implementation matters to be addressed prior to adopting ASU 2014-09 are as follows: • Completing the Company’s review of customer contracts in scope of ASU 2014-09; • Calculating the transition method adjustment; • Determining the impact that the new accounting standard will have on the Company’s consolidated financial statements and related disclosures; and • Updating, as needed, the Company’s business processes, systems and controls required to comply with ASU 2014-09 upon its effective date of January 1, 2018. The Company anticipates completing its evaluation of the impact of ASU 2014-09 during the next three months and will adopt ASU 2014-09 when it becomes effective on January 1, 2018. In March 2017, the FASB issued ASU 2017-07, “ Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.” ASU No. 2017-07 requires employers to separate the service cost component from other components of net periodic benefit costs and to disclose the amounts of net periodic benefit costs that are included in each income statement line item. The amendments of this ASU are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The Company is currently in the process of assessing the impact this guidance will have on its financial statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business , in an effort to clarify the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. The amendments of this ASU are effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. The adoption of this guidance is not expected to have a material impact on the Company's financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments. ASU 2016-15 addresses how certain cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for annual reporting periods, and interim periods therein, beginning after December 15, 2017. The Company is currently evaluating the impact this guidance will have on its financial statements. In February 2015, the FASB issued ASU 2016-2, “Leases.” This update requires management to recognize lease assets and lease liabilities by lessees for all operating leases. The ASU is effective for periods beginning after December 15, 2018 and interim periods therein on a modified retrospective basis. The Company is currently evaluating the impact this guidance will have on its financial statements.

Settlement with Dow (Tables)

Settlement with Dow (Tables)	9 Months Ended
Settlement with Dow (Tables)	Sep. 30, 2017
Equity [Abstract]
Schedule of reduced liabilities	As a result of the Amendment Agreement, the TRA Amendment and the termination of the Warrant Purchase Agreement, the Company reduced the related liabilities during the first nine months of 2017 as follows: (amounts in millions) Nine Months Ended Amendment Agreement $ 18.2 Warrant Purchase Agreement 1.6 TRA Amendment 75.3 Deferred tax adjustment related to Dow settlement (40.0 ) Total reduction in related liabilities $ 55.1 The Company incurred expenses for such services for the nine months ended September 30, 2017 and September 30, 2016 as follows: (amounts in thousands) Nine Months Ended Nine Months Ended Amortization of prepayment related to set-up of transition services $ 620 $ 1,319 Ongoing costs of transition services agreement 2,228 3,604 Rent expense 693 951 Amortization of prepayment related to Dow importation services — 397 Other expenses 379 835 Total incurred expenses $ 3,920 $ 7,106

Related Party Transactions (Tab

Related Party Transactions (Tables)	9 Months Ended
Related Party Transactions (Tables)	Sep. 30, 2017
Related Party Transactions [Abstract]
Schedule of incurred expenses for services	As a result of the Amendment Agreement, the TRA Amendment and the termination of the Warrant Purchase Agreement, the Company reduced the related liabilities during the first nine months of 2017 as follows: (amounts in millions) Nine Months Ended Amendment Agreement $ 18.2 Warrant Purchase Agreement 1.6 TRA Amendment 75.3 Deferred tax adjustment related to Dow settlement (40.0 ) Total reduction in related liabilities $ 55.1 The Company incurred expenses for such services for the nine months ended September 30, 2017 and September 30, 2016 as follows: (amounts in thousands) Nine Months Ended Nine Months Ended Amortization of prepayment related to set-up of transition services $ 620 $ 1,319 Ongoing costs of transition services agreement 2,228 3,604 Rent expense 693 951 Amortization of prepayment related to Dow importation services — 397 Other expenses 379 835 Total incurred expenses $ 3,920 $ 7,106

Inventories (Tables)

Inventories (Tables)	9 Months Ended
Inventories (Tables)	Sep. 30, 2017
Inventory Disclosure [Abstract]
Schedule of inventories	Inventories at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands) September 30, December 31, 2016 Raw material $ 1,143 $ 1,649 Work-in-process 6,323 7,963 Finished goods 8,694 5,132 Supplies 792 723 Total inventories $ 16,952 $ 15,467

Other Current Assets (Tables)

Other Current Assets (Tables)	9 Months Ended
Other Current Assets (Tables)	Sep. 30, 2017
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Schedule of other current assets	The Company's other current assets at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands) September 30, December 31, 2016 VAT receivable $ 9,783 $ 9,306 Prepaid income tax asset 2,066 1,910 Other 2,470 2,831 Total other current assets $ 14,319 $ 14,047

Property and Equipment (Tables)

Property and Equipment (Tables)	9 Months Ended
Property and Equipment (Tables)	Sep. 30, 2017
Property, Plant and Equipment [Abstract]
Property and equipment	Property and equipment at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands, except for useful life data) Useful life (years) September 30, December 31, Leasehold improvements 7-20 $ 1,775 $ 1,463 Machinery & equipment 1-12 7,105 6,066 Furniture 1-12 967 843 Construction in progress 1,463 781 11,310 9,153 Less: accumulated depreciation (2,011 ) (1,105 ) Total property and equipment, net $ 9,299 $ 8,048

Intangible Assets (Tables)

Intangible Assets (Tables)	9 Months Ended
Intangible Assets (Tables)	Sep. 30, 2017
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of other finite-lived intangible assets	The Company’s intangible assets at September 30, 2017 and December 31, 2016 consisted of the following: September 30, 2017 December 31, 2016 (in thousands) Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Impairment Net Other intangible assets: Developed technology $ 757,000 $ (85,071 ) $ 671,929 $ 757,000 $ (55,623 ) $ — $ 701,377 In-process research and development 39,000 (2,347 ) 36,653 39,000 (722 ) — 38,278 Trade name 26,000 — 26,000 35,500 — (9,500 ) 26,000 Service provider network 2,000 — 2,000 2,000 — — 2,000 Customer relationships 8,000 (722 ) 7,278 8,000 (472 ) — 7,528 Software 1,200 (320 ) 880 660 (104 ) — 556 Software not yet placed in service 3,974 — 3,974 753 — — 753 Other 100 (21 ) 79 100 (8 ) — 92 Total intangible assets $ 837,274 $ (88,481 ) $ 748,793 $ 843,013 $ (56,929 ) $ (9,500 ) $ 776,584
Schedule of other indefinite-lived intangible assets	The Company’s intangible assets at September 30, 2017 and December 31, 2016 consisted of the following: September 30, 2017 December 31, 2016 (in thousands) Gross Carrying Amount Accumulated Amortization Net Gross Carrying Amount Accumulated Amortization Impairment Net Other intangible assets: Developed technology $ 757,000 $ (85,071 ) $ 671,929 $ 757,000 $ (55,623 ) $ — $ 701,377 In-process research and development 39,000 (2,347 ) 36,653 39,000 (722 ) — 38,278 Trade name 26,000 — 26,000 35,500 — (9,500 ) 26,000 Service provider network 2,000 — 2,000 2,000 — — 2,000 Customer relationships 8,000 (722 ) 7,278 8,000 (472 ) — 7,528 Software 1,200 (320 ) 880 660 (104 ) — 556 Software not yet placed in service 3,974 — 3,974 753 — — 753 Other 100 (21 ) 79 100 (8 ) — 92 Total intangible assets $ 837,274 $ (88,481 ) $ 748,793 $ 843,013 $ (56,929 ) $ (9,500 ) $ 776,584
Estimated annual amortization expense for finite-lived intangible assets	Estimated annual amortization expense for finite-lived intangible assets, excluding amounts not placed in service, subsequent to September 30, 2017 is as follows: (in thousands) Amount 2017 (remaining) $ 10,518 2018 42,071 2019 42,052 2020 41,919 2021 41,814 Thereafter 538,445 Total $ 716,819

Accrued and Other Current Lia34

Accrued and Other Current Liabilities (Tables)	9 Months Ended
Accrued and Other Current Liabilities (Tables)	Sep. 30, 2017
Payables and Accruals [Abstract]
Accrued and other current liabilities	The Company’s accrued and other current liabilities at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands) September 30, December 31, 2016 Warrant consideration $ — $ 1,080 Tax amortization benefit contingency 3,744 17,535 Working capital settlement — 17,000 Additional consideration due seller — 9,263 Dow settlement liability 10,000 — Accrued compensation and benefits 7,628 6,352 Accrued rebates payable 5,931 4,701 Insurance premium financing payable 953 578 Severance 412 1,564 Accrued taxes 8,561 4,598 Other 10,865 3,695 Total accrued and other current liabilities $ 48,094 $ 66,366

Debt (Tables)

Debt (Tables)	9 Months Ended
Debt (Tables)	Sep. 30, 2017
Debt Disclosure [Abstract]
Schedule of debt, net of unamortized discount and deferred financing fees	The Company’s debt, net of unamortized discounts and deferred financing fees, at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands) September 30, December 31, Total Term Loan outstanding $ 407,646 $ 408,246 Less: Amounts due within one year 5,313 15,250 Total long-term debt due after one year $ 402,333 $ 392,996
Schedule of principal repayments under the term loan	Scheduled principal repayments under the Term Loan subsequent to September 30, 2017 are as follows: (in thousands) Amount 2017 (remaining) $ 2,125 2018 4,250 2019 4,250 2020 4,250 2021 401,625 Total $ 416,500

Other Noncurrent Liabilities (T

Other Noncurrent Liabilities (Tables)	9 Months Ended
Other Noncurrent Liabilities (Tables)	Sep. 30, 2017
Liabilities, Other than Long-term Debt, Noncurrent [Abstract]
Other noncurrent liabilities	The Company’s other noncurrent liabilities at September 30, 2017 and December 31, 2016 consisted of the following: (in thousands) September 30, December 31, 2016 Tax amortization benefit contingency $ 65,855 $ 132,724 Deferred payment — 2,498 Other 4,542 5,611 Total other noncurrent liabilities $ 70,397 $ 140,833

Earnings Per Share (Tables)

Earnings Per Share (Tables)	9 Months Ended
Earnings Per Share (Tables)	Sep. 30, 2017
Earnings Per Share [Abstract]
Schedule of weighted average common shares outstanding	The following is a reconciliation of the weighted-average common shares outstanding used for the computation of basic and diluted net income (loss) per common share: Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended Basic weighted-average common shares outstanding 49,676,923 49,567,735 49,852,337 49,385,733 Effect of dilutive options, performance stock units and restricted stock 492,511 60,065 282,254 — Dilute weighted-average shares outstanding 50,169,434 49,627,800 50,134,591 49,385,733
Amounts that could potentially dilute basic earnings per share	The following amounts were not included in the calculation of net income (loss) per diluted share because their effects were anti-dilutive: (in thousands, except share data) Three Months Ended Three Months Ended Nine Months Ended Nine Months Ended Stock-based compensation awards (1) : Stock options 577,500 584,375 577,500 584,375 Warrants: Private placement warrants 6,160,000 6,160,000 6,160,000 6,160,000 Public warrants 9,823,072 9,823,072 9,823,072 9,823,072 ——————————————————————————————— (1) SARs and Phantom Shares are payable in cash and will, therefore, have no impact on number of shares.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
Fair Value Measurements (Tables)	Sep. 30, 2017
Fair Value Disclosures [Abstract]
Tabular disclosure of financial instruments measured at fair value on a recurring basis	The following table presents the fair value of the Company’s financial instruments that are measured at fair value on a recurring basis as of September 30, 2017 : (in thousands) Level 1 Level 2 Level 3 Total Tax amortization benefit contingency (2) — — 69,599 69,599 Deferred acquisition payment (3) — — 624 624 Stock appreciation rights (4) — — 57 57 Phantom shares (5) — — 32 32 Total $ — $ — $ 70,312 $ 70,312 The following table presents the fair value of the Company’s financial instruments that are measured at fair value on a recurring basis as of December 31, 2016 : (in thousands) Level 1 Level 2 Level 3 Total Warrant consideration (1) $ — $ 1,080 $ — $ 1,080 Tax amortization benefit contingency (2) — — 150,260 150,260 Deferred acquisition payment (3) — — 2,498 2,498 Stock appreciation rights (4) — — 22 22 Phantom shares (5) — — 4 4 Total $ — $ 1,080 $ 152,784 $ 153,864 ——————————————————————————————— (1) This liability relates to warrants to purchase the Company's common stock and future obligations to deliver additional such warrants in relation to the Business Combination. The inputs used in the fair value measurement were directly observable quoted prices for identical assets in an inactive market. Refer to Note 3 for additional details. (2) The fair value of the tax amortization benefit contingency is measured using an income approach based on the Company's best estimate of the undiscounted cash payments to be made, tax effected at 37% and discounted to present value utilizing an appropriate market discount rate. The valuation technique used did not change during the nine months ended September 30, 2017 . Refer to Note 3 for additional details. (3) The fair value of the deferred acquisition payment is measured using a Black-Scholes option pricing model and based on the Company's best estimate of the Company's average Business EBITDA, as defined in the Purchase Agreement (as defined in Note 3), over the two year period from January 1, 2016 to December 31, 2017. The valuation technique used did not change during the nine months ended September 30, 2017 . (4) The fair value of the stock appreciation rights were measured using a Black Scholes pricing model during the nine months ended September 30, 2017 . The valuation technique used did not change during the nine months ended September 30, 2017 . (5) The fair value of phantom shares are based on the fair value of the Company's common stock. The valuation technique used did not change during the nine months ended September 30, 2017 .
Changes in financial instruments measured at level 3 fair value on a recurring basis	The following table presents the changes during the period presented in our Level 3 financial instruments that are measured at fair value on a recurring basis. These instruments relate to contingent consideration payable to Dow in connection to the Business Combination. (in thousands) Tax amortization benefit contingency Deferred acquisition payment Stock appreciation rights Phantom shares Total Balance, December 31, 2016 $ 150,260 $ 2,498 $ 22 $ 4 $ 152,784 Awards granted — — — — — Settlement of Dow liabilities (86,931 ) — — — (86,931 ) Accretion 7,297 — — — 7,297 Mark to market adjustment (1,027 ) (1,874 ) 35 28 (2,838 ) Balance, September 30, 2017 $ 69,599 $ 624 $ 57 $ 32 $ 70,312

Description of Business (Detail

Description of Business (Details)	Sep. 30, 2017country
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating countries (over)	40

Settlement with Dow (Details)

Settlement with Dow (Details) - USD ($)	Apr. 04, 2017	Jul. 31, 2015	Sep. 30, 2017	Jan. 31, 2018	Mar. 31, 2017	Sep. 30, 2016
Dow
Class of Warrant or Right [Line Items]
Increase (decrease) in liabilities			$ (55,100,000)
Dow
Class of Warrant or Right [Line Items]
Number of shares authorized to be repurchased (in shares)	5,070,358
Percentage of number of shares outstanding	10.00%
Stock repurchase period	18 months
Dow \| Dow
Class of Warrant or Right [Line Items]
Outstanding payable			700,000			$ 2,500,000
Revolving loan
Class of Warrant or Right [Line Items]
Maximum borrowing available		$ 25,000,000
Revolving loan \| Avenue Capital Management II, L.P
Class of Warrant or Right [Line Items]
Maximum borrowing available	$ 50,000,000
Revolving loan \| Dow
Class of Warrant or Right [Line Items]
Maximum borrowing available	50,000,000
Amendment agreement \| Dow
Class of Warrant or Right [Line Items]
Increase (decrease) in liabilities	20,000,000		(18,200,000)
Cash paid to related party	$ 10,000,000
Settlement of Dow liabilities, increase in deferred income taxes			(40,000,000)
Working capital adjustment \| Dow
Class of Warrant or Right [Line Items]
Outstanding payable					$ 17,000,000
Value added tax reimbursement \| Dow
Class of Warrant or Right [Line Items]
Outstanding payable					9,300,000
Tax receivables agreement (TRA) \| Dow
Class of Warrant or Right [Line Items]
Increase (decrease) in liabilities			(75,300,000)
Outstanding payable					$ 12,000,000
Tax receivables agreement (TRA) \| Dow
Class of Warrant or Right [Line Items]
Rate of tax receivable agreement	50.00%	85.00%
Warrant consideration \| Dow
Class of Warrant or Right [Line Items]
Increase (decrease) in liabilities			$ (1,600,000)
Scenario, forecast \| Amendment agreement \| Dow
Class of Warrant or Right [Line Items]
Cash paid to related party				$ 10,000,000

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Nov. 29, 2016
Director \| Mutal services agreement
Related party transactions
Outstanding payable to related party	$ 0
Consulting fee, daily			$ 5
Expenses paid per service agreement	0
Dow \| Transition service agreement, set-up fee
Related party transactions
Payment amount for services	5,000
Dow \| Dow
Related party transactions
Payment amount for services	3,920	$ 7,106
Outstanding payable to related party	700	2,500
Dow \| Dow \| Amortization of prepayment related to set-up of transition services
Related party transactions
Payment amount for services	620	1,319
Dow \| Dow \| Ongoing costs of the transition services agreement / Rent and Other
Related party transactions
Payment amount for services	2,228	3,604
Dow \| Dow \| Amortization of prepayment related to Dow importation services
Related party transactions
Payment amount for services	0	397
Dow \| Dow \| Rent \| Ongoing costs of the transition services agreement / Rent and Other
Related party transactions
Payment amount for services	693	951
Dow \| Dow \| Other Expense \| Ongoing costs of the transition services agreement / Rent and Other
Related party transactions
Payment amount for services	$ 379	$ 835

Inventories (Detail)

Inventories (Detail) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Inventory Disclosure [Abstract]
Raw material	$ 1,143	$ 1,649
Work-in-process	6,323	7,963
Finished goods	8,694	5,132
Supplies	792	723
Total inventories	$ 16,952	$ 15,467

Other Current Assets (Details)

Other Current Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
VAT receivable	$ 9,783	$ 9,306
Prepaid income tax asset	2,066	1,910
Other	2,470	2,831
Total other current assets	$ 14,319	$ 14,047

Property and Equipment (Detail)

Property and Equipment (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
Property and Equipment (Detail) - USD ($) $ in Thousands	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 11,310		$ 11,310		$ 9,153
Less: accumulated depreciation	(2,011)		(2,011)		(1,105)
Property and equipment, net	9,299		9,299		8,048
Depreciation expense	300	$ 200	900	$ 600
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,775		$ 1,775		$ 1,463
Leasehold improvements \| Minimum
Property, Plant and Equipment [Line Items]
Useful life (in years)			7 years		7 years
Leasehold improvements \| Maximum
Property, Plant and Equipment [Line Items]
Useful life (in years)			20 years		20 years
Machinery & equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	7,105		$ 7,105		$ 6,066
Machinery & equipment \| Minimum
Property, Plant and Equipment [Line Items]
Useful life (in years)			1 year		1 year
Machinery & equipment \| Maximum
Property, Plant and Equipment [Line Items]
Useful life (in years)			12 years		12 years
Furniture
Property, Plant and Equipment [Line Items]
Property and equipment, gross	967		$ 967		$ 843
Furniture \| Minimum
Property, Plant and Equipment [Line Items]
Useful life (in years)			1 year		1 year
Furniture \| Maximum
Property, Plant and Equipment [Line Items]
Useful life (in years)			12 years		12 years
Construction in progress
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 1,463		$ 1,463		$ 781

Intangible Assets (Details)

Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended
Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Other intangible assets:
Intangible assets, impairments		$ (9,500)
Total intangible assets	$ 837,274	843,013
Accumulated Amortization	(88,481)	(56,929)
Net, finite-lived intangible assets	716,819
Total intangible assets, net	$ 748,793	776,584
Weighted average
Other intangible assets:
Useful life	17 years 7 months 6 days
Trade name
Other intangible assets:
Gross carrying amount, indefinite-lived	$ 26,000	35,500
Intangible assets, impairments		(9,500)
Net, indefinite-lived trade name		26,000
Service provider network
Other intangible assets:
Gross carrying amount, indefinite-lived	2,000	2,000
Software not yet placed in service
Other intangible assets:
Gross carrying amount, indefinite-lived	3,974	753
Developed technology
Other intangible assets:
Gross carrying amount, finite-lived	757,000	757,000
Accumulated Amortization	(85,071)	(55,623)
Net, finite-lived intangible assets	$ 671,929	701,377
Developed technology \| Weighted average
Other intangible assets:
Useful life	17 years 7 months 6 days
In-process research and development
Other intangible assets:
Gross carrying amount, finite-lived	$ 39,000	39,000
Accumulated Amortization	(2,347)	(722)
Net, finite-lived intangible assets	$ 36,653	38,278
In-process research and development \| Weighted average
Other intangible assets:
Useful life	17 years
Customer relationships
Other intangible assets:
Gross carrying amount, finite-lived	$ 8,000	8,000
Accumulated Amortization	(722)	(472)
Net, finite-lived intangible assets	$ 7,278	7,528
Customer relationships \| Weighted average
Other intangible assets:
Useful life	21 years 10 months 24 days
Software
Other intangible assets:
Gross carrying amount, finite-lived	$ 1,200	660
Accumulated Amortization	(320)	(104)
Net, finite-lived intangible assets	$ 880	556
Software \| Weighted average
Other intangible assets:
Useful life	3 years 3 months 18 days
Other
Other intangible assets:
Gross carrying amount, finite-lived	$ 100	100
Accumulated Amortization	(21)	(8)
Net, finite-lived intangible assets	$ 79	$ 92
Other \| Weighted average
Other intangible assets:
Useful life	4 years 9 months 18 days

Intangible Assets - Future Amor

Intangible Assets - Future Amortization (Details) $ in Thousands	Sep. 30, 2017USD ($)
Estimated annual amortization expense
2017 (remaining)	$ 10,518
2,018	42,071
2,019	42,052
2,020	41,919
2,021	41,814
Thereafter	538,445
Net, finite-lived intangible assets	$ 716,819

Accrued and Other Current Lia47

Accrued and Other Current Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Payables and Accruals [Abstract]
Warrant consideration	$ 0	$ 1,080
Tax amortization benefit contingency	3,744	17,535
Working capital settlement	0	17,000
Additional consideration due seller	0	9,263
Dow settlement liability	10,000	0
Accrued compensation and benefits	7,628	6,352
Accrued rebates payable	5,931	4,701
Insurance premium financing payable	953	578
Severance	412	1,564
Accrued taxes	8,561	4,598
Other	10,865	3,695
Accrued and other current liabilities	$ 48,094	$ 66,366

Debt (Details)

Debt (Details) - USD ($)	Jul. 31, 2015	Sep. 30, 2017	Sep. 30, 2017	Sep. 30, 2016	Dec. 31, 2016
Credit facility
Excess cash flows, repayment of debt, percentage					50.00%
Excess cash flows threshold for dividends					$ 5,000,000
Long term debt, gross		$ 416,500,000	$ 416,500,000
Amortization of deferred financing costs		600,000	1,764,000	$ 1,696,000
Credit Facility
Credit facility
Cap on dividends paid and shares and warrants that can be repurchased per fiscal year under restrictive covenants		12,000,000	12,000,000
Credit Facility \| Alternate base rate
Credit facility
Margin of interest (as a percent)	3.75%
Credit Facility \| LIBOR
Credit facility
Margin of interest (as a percent)	4.75%
Variable rate base minimum (as a percent)	1.00%
Term loan
Credit facility
Face amount	$ 425,000,000
Amortization per year (as a percent)	1.00%
Debt issuance costs incurred	$ 12,900,000
Deferred issuance costs, net		8,900,000	8,900,000
Long term debt, gross		416,500,000	416,500,000
Revolving loan
Credit facility
Maximum borrowing available	25,000,000
Debt issuance costs incurred	1,300,000
Long term debt, gross		0	0
Letter-of-credit sub-facility
Credit facility
Maximum borrowing available	$ 10,000,000	525,000	525,000
Letters of credit, amount outstanding		$ 0	$ 0
Effective interest rate percentage		6.68%	6.68%
Level 2 \| Term loan
Credit facility
Fair value of debt		$ 416,500,000	$ 416,500,000
Prepayment due to Excess Cash Flow provision \| Term loan
Credit facility
Repayments of principal in next 12 months		$ 0	$ 0		$ 11,000,000

Debt - Net of Unamortized Disco

Debt - Net of Unamortized Discounts and Deferred Financing Fees (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Less: Amounts due within one year	$ 5,313	$ 15,250
Total long-term debt due after one year	402,333	392,996
Term loan
Debt Instrument [Line Items]
Total Term Loan outstanding	407,646	408,246
Less: Amounts due within one year	5,313	15,250
Total long-term debt due after one year	$ 402,333	$ 392,996

Debt - Principal Repayments (De

Debt - Principal Repayments (Details) $ in Thousands	Sep. 30, 2017USD ($)
Schedule of principal repayments under the Term Loan
2017 (remaining)	$ 2,125
2,018	4,250
2,019	4,250
2,020	4,250
2,021	401,625
Total	$ 416,500

Other Noncurrent Liabilities (D

Other Noncurrent Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2017	Dec. 31, 2016
Other Non-Current Liabilities [Line Items]
Other	$ 4,542	$ 5,611
Total other noncurrent liabilities	70,397	140,833
Tax amortization benefit contingency
Other Non-Current Liabilities [Line Items]
Tax amortization benefit contingency	65,855	132,724
Deferred acquisition payment
Other Non-Current Liabilities [Line Items]
Deferred payment	$ 0	$ 2,498

Severance (Details)

Severance (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Severance (Details) - USD ($) $ in Millions	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Compensation Related Costs [Abstract]
Severance expense	$ 0.2	$ 1.2	$ 0.3	$ 2.6
Severance liability	0.6		0.6
Severance liability, current	$ 0.4		$ 0.4

Stockholders' Equity (Details)

Stockholders' Equity (Details)	9 Months Ended
Stockholders' Equity (Details)	Sep. 30, 2017votedirector$ / sharesshares	Dec. 31, 2016$ / sharesshares	Feb. 28, 2014shares
Class of Warrant or Right [Line Items]
Authorized common stock (in shares)	400,000,000	400,000,000
Par value of common stock (in dollars per share) \| $ / shares	$ 0.0001	$ 0.0001
Number of votes entitled by holders of common stock for each share of common stock \| vote	1
Common stock, shares outstanding (in shares)	50,340,014	50,037,206
Number of shares issuable upon exercise of warrants (in shares)	15,983,072
Exercise price (in dollars per share) \| $ / shares	$ 11.5
Number of warrants outstanding (in shares)	15,983,072
Rohm and Haas
Class of Warrant or Right [Line Items]
Number of shares of Series A Preferred Stock issued as condition to consummation of business combination (in shares)	1
Number of directors preferred stockholder is entitled to appoint if minimum ownership percentage of common stock is maintained \| director	1
Minimum percentage of outstanding shares of voting and non-voting common stock to be held to entitle preferred stockholder to appoint director	10.00%
Public
Class of Warrant or Right [Line Items]
Number of warrants outstanding (in shares)			9,823,072
Private placement
Class of Warrant or Right [Line Items]
Number of warrants outstanding (in shares)			6,160,000

Stock-based Compensation (Detai

Stock-based Compensation (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Stock-based Compensation (Details) - USD ($) $ in Millions	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-based compensation expense	$ 0.5	$ 1.3	$ 1.7	$ 3.2
Share-based compensation, nonvested awards, compensation cost not yet recognized	$ 5		$ 5
Period for recognition of compensation on unvested stock option			2 years 11 days

Earnings Per Share - Schedule o

Earnings Per Share - Schedule of Weighted Average Common Shares Outstanding (Details) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Earnings Per Share [Abstract]
Basic weighted-average common shares outstanding (in shares)	49,676,923	49,567,735	49,852,337	49,385,733
Effect of dilutive options, performance stock units and restricted stock (in shares)	492,511	60,065	282,254	0
Dilute weighted-average shares outstanding (in shares)	50,169,434	49,627,800	50,134,591	49,385,733

Earnings Per Share (Details)

Earnings Per Share (Details) - shares	3 Months Ended		9 Months Ended
Earnings Per Share (Details) - shares	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016
Stock options
Earnings Per Share [Line Items]
Antidilutive securities (in shares)	577,500	584,375	577,500	584,375
Warrants \| Private placement
Earnings Per Share [Line Items]
Antidilutive securities (in shares)	6,160,000	6,160,000	6,160,000	6,160,000
Warrants \| Public
Earnings Per Share [Line Items]
Antidilutive securities (in shares)	9,823,072	9,823,072	9,823,072	9,823,072

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Millions	Sep. 30, 2017	Sep. 30, 2016	Sep. 30, 2017	Sep. 30, 2016	Apr. 04, 2017
Income Tax Contingency [Line Items]
Effective tax rate (as a percent)	27.60%	39.00%	101.10%	37.90%
Statutory rate (as a percent)	35.00%		35.00%
Reversal of valuation allowance	$ 15.4
Dow \| Amendment agreement
Income Tax Contingency [Line Items]
Deferred tax liabilities					$ 40

Fair Value Measurements - Finan

Fair Value Measurements - Financial Instruments Measured on a Recurring Basis (Details) - Contingent consideration - Recurring - USD ($) $ in Thousands	Jan. 01, 2016	Sep. 30, 2017	Dec. 31, 2016
Financial instruments measured at fair value on a recurring basis
Total		$ 70,312	$ 153,864
Stock appreciation rights
Financial instruments measured at fair value on a recurring basis
Total		57	22
Phantom shares
Financial instruments measured at fair value on a recurring basis
Total		32	4
Level 1
Financial instruments measured at fair value on a recurring basis
Total		0	0
Level 1 \| Stock appreciation rights
Financial instruments measured at fair value on a recurring basis
Total		0	0
Level 1 \| Phantom shares
Financial instruments measured at fair value on a recurring basis
Total		0	0
Level 2
Financial instruments measured at fair value on a recurring basis
Total		0	1,080
Level 2 \| Stock appreciation rights
Financial instruments measured at fair value on a recurring basis
Total		0	0
Level 2 \| Phantom shares
Financial instruments measured at fair value on a recurring basis
Total		0	0
Level 3
Financial instruments measured at fair value on a recurring basis
Total		70,312	152,784
Level 3 \| Stock appreciation rights
Financial instruments measured at fair value on a recurring basis
Total		57	22
Level 3 \| Phantom shares
Financial instruments measured at fair value on a recurring basis
Total		32	4
AgroFresh Inc. \| Warrant consideration
Financial instruments measured at fair value on a recurring basis
Total			1,080
AgroFresh Inc. \| Tax amortization benefit contingency
Financial instruments measured at fair value on a recurring basis
Total		69,599	150,260
AgroFresh Inc. \| Deferred acquisition payment
Financial instruments measured at fair value on a recurring basis
Total		624	2,498
AgroFresh Inc. \| Level 1 \| Warrant consideration
Financial instruments measured at fair value on a recurring basis
Total			0
AgroFresh Inc. \| Level 1 \| Tax amortization benefit contingency
Financial instruments measured at fair value on a recurring basis
Total		0	0
AgroFresh Inc. \| Level 1 \| Deferred acquisition payment
Financial instruments measured at fair value on a recurring basis
Total		0	0
AgroFresh Inc. \| Level 2 \| Warrant consideration
Financial instruments measured at fair value on a recurring basis
Total			1,080
AgroFresh Inc. \| Level 2 \| Tax amortization benefit contingency
Financial instruments measured at fair value on a recurring basis
Total		0	0
AgroFresh Inc. \| Level 2 \| Deferred acquisition payment
Financial instruments measured at fair value on a recurring basis
Total		0	0
AgroFresh Inc. \| Level 3 \| Warrant consideration
Financial instruments measured at fair value on a recurring basis
Total			0
AgroFresh Inc. \| Level 3 \| Tax amortization benefit contingency
Financial instruments measured at fair value on a recurring basis
Total		$ 69,599	150,260
Tax effect rate		37.00%
AgroFresh Inc. \| Level 3 \| Deferred acquisition payment
Financial instruments measured at fair value on a recurring basis
Total		$ 624	$ 2,498
Period over which earnout is measured	2 years

Fair Value Measurements - Chang

Fair Value Measurements - Changes of Level 3 Financial Instruments (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2017USD ($)
Contingent consideration
Financial instruments measured at Level 3 fair value on a recurring basis rollforward
Balance, beginning period	$ 152,784
Awards granted	0
Settlement of Dow liabilities	(86,931)
Accretion	7,297
Mark to market adjustment	(2,838)
Balance, ending period	70,312
Contingent consideration \| Stock appreciation rights
Financial instruments measured at Level 3 fair value on a recurring basis rollforward
Balance, beginning period	22
Awards granted	0
Settlement of Dow liabilities	0
Accretion	0
Mark to market adjustment	35
Balance, ending period	57
Contingent consideration \| Phantom shares
Financial instruments measured at Level 3 fair value on a recurring basis rollforward
Balance, beginning period	4
Awards granted	0
Settlement of Dow liabilities	0
Accretion	0
Mark to market adjustment	28
Balance, ending period	32
AgroFresh Inc. \| Contingent consideration \| Tax amortization benefit contingency
Financial instruments measured at Level 3 fair value on a recurring basis rollforward
Balance, beginning period	150,260
Awards granted	0
Settlement of Dow liabilities	(86,931)
Accretion	7,297
Mark to market adjustment	(1,027)
Balance, ending period	69,599
AgroFresh Inc. \| Contingent consideration \| Deferred acquisition payment
Financial instruments measured at Level 3 fair value on a recurring basis rollforward
Balance, beginning period	2,498
Awards granted	0
Settlement of Dow liabilities	0
Accretion	0
Mark to market adjustment	(1,874)
Balance, ending period	624
Level 2 \| Term loan
Financial instruments measured at Level 3 fair value on a recurring basis
Fair value of debt	$ 416,500

Subsequent Events (Details)

Subsequent Events (Details) € in Millions, $ in Millions	Nov. 07, 2017USD ($)country	Nov. 07, 2017EUR (€)country	Sep. 30, 2017country
Subsequent Event [Line Items]
Number of operating countries			40
Scenario, forecast \| Tecnidex Fruit Protection, S.A.U.
Subsequent Event [Line Items]
Purchase price	$ 26.1	€ 22.5
Ownership percentage	75.00%	75.00%
Tecnidex Fruit Protection, S.A.U. \| Subsequent event
Subsequent Event [Line Items]
Number of operating countries	18	18