Axiall Corp (AXLL): Shapiro Capital Management Ups Stake Ahead of Proxy Contest

Samuel Shapiro’s Shapiro Capital Management has lifted its stake in Axiall Corp (NYSE:AXLL) to 7.04 million shares, up from 6.87 million shares owned as of a filing released on February 12. Shares of Axiall surged on January 29, nearly doubling after it was reported that Westlake Chemical Corporation (NYSE:WLK) had made a hostile takeover bid for the company valued at about $20 per share, which Axiall’s board reportedly “summarily rejected”. More recently, Axiall rejected a second, slightly-more-lucrative offer from Westlake of about $23 per share, saying that the offer “does not fairly reflect the high quality of the company’s assets, the significant growth potential of the company’s business and the powerful synergies”. That prompted Westlake to break off talks and propose a slate of 10 nominees for election to Axiall’s board at its 2016 annual meeting that would completely overhaul it and would surely lead to the company merging with Westlake, putting shareholders in control of the company’s destiny. Shapiro Capital now owns 9.98% of Axiall’s shares and will play a major role in the outcome of the shareholder vote, the date of which Axiall is expected to announce soon.

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
SAMUEL R. SHAPIRO 0 0 0 0 0 0.00%
SHAPIRO CAPITAL MANAGEMENT 6,433,379 607,770 7,041,149 0 7,041,149 9.98%

Page 1 of 5 – SEC Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. )*

Axiall Corporation
——————————————————————————–
(Name of Issuer)

COMMON STOCK, $0.01 PAR VALUE
——————————————————————————–
(Title of Class of Securities)

05463D100
——————————————————————————–
(CUSIP Number)

Check the following box if a fee is being paid with this statement / /. (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).

*The remainder of this cover shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed
to be “filed” for the purpose of Section 18 of the Securities Exchange Act of
1934 (“Act”) or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).

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Page 2 of 5 – SEC Filing

Cusip No. 05463D100 13G Page 2 of 7 Pages

1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
————————————————————-
SAMUEL R. SHAPIRO —

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION
—————————————————————-
SAMUEL R. SHAPIRO IS A UNITED STATES CITIZEN

NUMBER OF 5. SOLE VOTING POWER 0
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 0
OWNED BY
EACH 7. SOLE DISPOSITIVE POWER 0
REPORTING PERSON
WITH 8. SHARED DISPOSITIVE POWER 0

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.000%

12. TYPE OF REPORTING PERSON*
IN

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Page 3 of 5 – SEC Filing

Cusip No. 05463D100 13G Page 3 of 7 Pages

1. NAME OF REPORTING PERSON
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
————————————————————-
SHAPIRO CAPITAL MANAGEMENT LLC — ID NO. 58-1830170

2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b)

3. SEC USE ONLY

4. CITIZENSHIP OR PLACE OF ORGANIZATION
—————————————————————-
SHAPIRO CAPITAL MANAGEMENT LLC IS A DELAWARE LIMITED LIABILITY COMPANY

NUMBER OF 5. SOLE VOTING POWER 6,433,379
SHARES
BENEFICIALLY 6. SHARED VOTING POWER 607,770
EACH 7. SOLE DISPOSITIVE POWER 7,041,149
REPORTING PERSON
WITH 8. SHARED DISPOSITIVE POWER 0

9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
7,041,149

10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
9.98%

12. TYPE OF REPORTING PERSON*
IA

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Page 4 of 5 – SEC Filing

Cusip No. 05463D100 13G Page 4 of 7 Pages

Schedule 13G Additional Information

Item #
1. (a) Name of Issuer: Axiall Corporation

(b) Address of Issuer’s Principal Executive Offices:
1000 Abernathy Road NE
Suite 1200
Atlanta, GA 30328
Gregory C. Thompson, Chief Financial Officer

2. (a) Name of Person Filing:
SAMUEL R. SHAPIRO, SHAPIRO CAPITAL MANAGEMENT LLC

(b) Address of Principal Business Office for Each of the Above:
3060 PEACHTREE ROAD, SUITE 1555 N.W., ATLANTA, GEORGIA 30305

(c) Citizenship:
SAMUEL R. SHAPIRO — U.S. CITIZEN
SHAPIRO CAPITAL MANAGEMENT LLC — Delaware Limited Liability Company

(d) Title of Class of Securities:
COMMON STOCK, $0.01 PAR VALUE

(e) CUSIP Number:
05463D100

3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b). The
person filing is a:
IA

Cusip No. 05463D100 13G Page 5 of 7 Pages

4. Ownership:
(a) Amount Beneficially Owned: 7,041,149

(b) Percent of Class: 9.98%

(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote 6,433,379
(ii) shared power to vote or to direct the vote 607,770
(iii) sole power to dispose or to direct the disposition of 7,041,149
(iv) shared power to dispose or to direct the disposition of 0

5. Ownership of Five Percent or Less of a Class:
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following. / /

6. Ownership of More than Five Percent on Behalf of Another Person:
N/A

7. Identification and Classification of the Subsidiary which Acquired the
Security Being Reported on by the Parent Holding Company
N/A

8. Identification and Classification of Members of the Group:
N/A

9. Notice of Dissolution of Group:
N/A

10. Certification:

By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect
of changing or influencing the control of the issuer of such securities and
were not acquired in connection with or as a participant in any transaction
having such purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.

———————–
Date:

———————–
Signature

———————–
Name/Title

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Page 5 of 5 – SEC Filing

Cusip No. 05463D100 13G Page 7 of 7 Pages

AGREEMENT RELATIVE TO THE
FILING OF SCHEDULE 13G

THIS AGREEMENT, made as of the 8th day of April, 2016, by and between
Shapiro Capital Management LLC, a Delaware Limited Liability Company (an
investment adviser registered with under the Section 203 of the Investment
Advisers Act of 1940) (the “Adviser”), and Samuel R. Shapiro, Chairman, director
and majority shareholder of the Adviser (“Affiliated Person”);

WITNESSETH:

WHEREAS, the Affiliated Person and the Adviser are both persons required,
pursuant to 17 C.F.R.240.13d-1, to file a statement containing the information
required by Schedule 13G with respect to the following Issuer:

Axiall Corporation
Cusip No. 05463D100

WHEREAS, the Affiliated Person and the Adviser are each individually
eligible to use Schedule 13G; and

WHEREAS, the Affiliated Person and the Adviser are each responsible for the
timely filing of said Schedule 13G and any amendments thereto, and for the
completion and accuracy of the information concerning each, but not on the
behalf of any other, unless any knows or has reason to know that the information
concerning any other is inaccurate; and

WHEREAS, the Schedule 13G attached hereto identifies all the persons and
contains the required information with regard to the Affiliated Person and the
Adviser so that it may be filed with the appropriate persons, agencies and
exchanges on behalf of each of them; and

WHEREAS, the Affiliated Person and the Adviser desire to file the Schedule
13G attached hereto on behalf of each of them.

NOW, THEREFORE, in consideration of the mutual agreements and covenants set
forth herein, the parties hereto agree that the Schedule 13G attached hereto
shall be executed by the Affiliated Person, in his individual capacity and as
Chairman of the Adviser, and filed with the appropriate persons, agencies and
exchanges, on behalf of both of them.

IN WITNESS WHEREOF, the undersigned have executed this Agreement Relative
to the Filing of Schedule 13G as of the day, month and year first above written.

SAMUEL R. SHAPIRO
Samuel R. Shapiro, in his
individual capacity and as
Chairman of Shapiro Capital Management LLC

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