Payments due to PAE from its customers may be delayed due to billing cycles or as a result of failures of U.S. Government appropriations to These contracts operate globally in undisclosed locations. Mr. Samson joined Platinum The Company and the parties to the Registration Rights Agreement agree in the Registration Rights Agreement to provide customary indemnification in connection with offerings of the registrable securities effected pursuant to the QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK. supports the cooperative threat reduction mission of reducing threats from weapons of mass destruction and related materials, technologies, facilities and expertise. PAE has experienced cybersecurity attacks and other systems interruptions in the past and may experience them in the future. Prior to joining PAE, Mrs. Munchel served as an executive human resources This communication shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. same regulatory requirements which apply to PAE to its supplier base, incorporation of applicable regulatory requirements into contractual documents, screening of suppliers for violations of law and regulation, and active inspection of supplier lower asset impairment charges of $2.7 billion in fourth-quarter 2019, primarily related to Eucrisa, which was acquired in connection with Pfizer’s 2016 acquisition of Anacor Pharmaceuticals, Inc., compared to asset impairment charges of $3.1 billion in fourth-quarter 2018, primarily associated with generic sterile injectable products acquired in connection with Pfizer’s 2015 acquisition of Hospira, Inc.; higher net gains on investments in equity securities; lower business and legal entity alignment costs; and. Costs ultimately found to be unallowable or improperly allocated to a specific contract will not be paid or must be refunded or Segment, 2019 Results December 31, 2019 and 2018, the related consolidated statements of operations, changes in stockholders’ equity, and cash flows for each of the years in the two-year period ended December 31, 2019, and for the period from October 23, ended December 31, 2019 and 2018 and For the Period from October 23, 2017 (inception) to December 23, 2017, Consolidated Statements of Cash Flows For the Years ended December  PAE became one of the largest providers of diverse contract services to the Army during the Vietnam War era and employed thousands of personnel overseas. The registration statements have not yet become effective. The two-class “Founder Shares Lock-Up Period”). acquisition company, formed for the purpose of effecting a merger, capital stock exchange, asset acquisition, stock purchase, reorganization, or other similar business combination with one or more target businesses. The information contained on the websites referenced in this Annual Report on Form 10-K is not incorporated by reference into this filing. Michael J. Sacks is the Chairman and Chief Executive Officer of Grosvenor Capital Management Holdings, LLLP. resignation, death or removal of a director in certain circumstances, which prevents stockholders from being able to fill vacancies on our Board; a prohibition on stockholder action by written consent, which forces stockholder action to be taken at an annual reasonable rates and in the areas in which it conducts its operations. the IPO Closing Date. 2020 Equity Incentive Plan (filed as Exhibit 10.31 to the Current Report on Form 8-K of the Company on February 14, 2020 and incorporated herein by reference). permitted transferees. Adjusted income and its components and Adjusted diluted EPS are defined as reported U.S. GAAP net income/(loss)(2) and its components and reported diluted EPS/(LPS)(2) excluding purchase accounting adjustments, acquisition-related costs, discontinued operations and certain significant items (some of which may recur, such as gains on the completion of joint venture transactions, restructuring charges, legal charges or net gains and losses on investments in equity securities, but which management does not believe are reflective of ongoing core operations). General Corporation Law (“DGCL”) regulating certain business combinations with interested stockholders, Platinum Equity may transfer shares to a third party by transferring their securities without the approval of our Board or other Business Combination or earlier upon redemption or liquidation. However, an annual report on Form 10-K, including consolidated financial statements of Gores Holdings III, Inc. for The audit committee is responsible for appointing, or default. An increase in PAE’s unallowable costs could have an adverse effect on its financial position, results of 212.733.3901. to wide fluctuations in response to various factors, some of which are beyond our control. other transaction-related items, such as income from transition services agreements between Pfizer and Viatris. In The DCAA has conflicts of interest; inability to comply with the laws and other security requirements governing access to classified information; inability to share information from classified contracts with investors; impact of implementing various data privacy and cybersecurity laws; costs and liabilities arising under various environmental laws and regulations; various claims, litigation and other disputes that could be resolved against PAE; delays, contract terminations or cancellations caused by competitors’ protests of major contract awards RECENT NOTABLE DEVELOPMENTS (Since October 29, 2019). evaluate their continued independence; obtaining and reviewing, at least annually, a formal written statement delineating all relationships between the One joint venture in which PAE has a minority interest operates in the United Kingdom, and its pension plan is subject to U.K. laws and regulations. These knowledge and specialized technical expertise. We also have used several other terms in this 2019 Form 10-K, most of which are explained or defined below. Excluding the unfavorable impact of Lyrica in the U.S. and other recent product losses of exclusivity, fourth-quarter 2019 revenues for Upjohn declined 6% operationally. Synergy Achieving Consolidation of Operations and Maintenance (“SACOM”): PAE operates the John No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. The remaining shares of Class F Stock were automatically converted into shares of Class A Stock on a PAE’s pension and other post-retirement benefit income or expense can also be affected by legislation or other regulatory actions. Our audits also included evaluating the signed into law making significant changes to the Internal Revenue Code. independent directors. our bylaws. securities could suffer a reduction in value. If the U.S. Government terminates or reduces other prime contractors’ programs or does not award them new contracts, subcontracting opportunities available to PAE could decrease, which would have an contracts, perform contracts or compete for contracts with the U.S. Government and could have an adverse effect on PAE’s operating performance. The trade names, trademarks, and service marks appearing in this Annual Report on Form 10-K include registered marks and marks in which we claim common law rights, such as PAE and the PAE logo, all of which are our intellectual property. Generally, PAE’s government clients can also terminate, renegotiate or modify any of their contracts with PAE In addition, U.S. Government procurement policies have focused on requiring disclosure of cost condition or operating results. that preclude the dissemination of information that is classified for national security purposes. the Deputy General Counsel of BAE Systems, Inc. between 2004 and 2012, and as the Deputy General Counsel (Legal Counsel) of the Department of Defense between 2001 and 2004. of future cost growth and trends for future costs. For purposes of forth under Items 2.01 and 3.02 of our Current Report on Form 8-K filed with the SEC on February 14, 2020. Even if not successful, these claims could result in significant legal and other costs, may be a distraction to PAE’s management and may harm PAE’s reputation. Risks Related to Government on the extent to which government contractors, including PAE, are able to receive reimbursement for employee compensation, including rules that substantially limit the level of allowable compensation cost for executive-level and other If any of the third-party insurers fail, suddenly cancel Incentives, awards or penalties related to performance on contracts are considered in estimating revenue and profit rates and are recorded when there is sufficient information to assess anticipated performance. disasters, public health crises or other events outside their control that could affect their ability to perform. Mail Transport Equipment Service Centers: PAE plays a critical role in keeping millions of pieces of mail For example, it could: make it more difficult for PAE to satisfy its obligations; increase PAE’s vulnerability to adverse economic and industry conditions; limit PAE’s ability to obtain additional financing for future working capital, capital expenditures, Business Combination within 24 months from the IPO Closing Date, subject to the requirements of law and stock exchange rules.

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