Amyris, Inc. (NASDAQ: AMRS), a leading renewable chemicals and fuels company, today announced that it has completed a $58.7 million private placement of its common stock and entered into a definitive agreement to privately place $25 million in aggregate principal amount of 3% senior unsecured notes due 2017. The placement of notes is subject to customary closing conditions and expected to be completed by February 28, 2012.
The private placement of its common stock included existing Amyris investors Temasek Holdings, Total Gas & Power USA, SAS, and Naxyris SA (an affiliate of NAXOS Capital Partners), as well as new investors Biolding Investment SA (a company owned by HH Sheikh Abdullah bin Khalifa Al-Thani of Qatar), an entity affiliated with director John Doerr (of Kleiner Perkins Caufield & Byers, a current stockholder), and an entity affiliated with director Fernando Reinach. The purchase and sale price for the shares was $5.78 per share, based on the consolidated closing bid price for Amyris common stock on NASDAQ of $5.77 on February 22, 2012, the day that the Company and the investors entered into the purchase agreement for the transaction, plus $0.01.
The common stock transaction included a commitment on the part of Biolding to invest an additional $15 million in common stock upon satisfaction by Amyris of criteria associated with the commissioning of Amyris’s Paraíso Bioenergia SA production plant in Brazil by March 31, 2013. The addition of this conditional $15 million in funding would bring the total amount raised in connection with these equity and note transactions to $98.7 million. Among the various terms that will be detailed in the Company’s regulatory filing for this transaction, Amyris has granted each of Biolding, Naxyris and Temasek Holdings the right to designate a director to serve on Amyris’s board.
The notes, which are to be acquired by various funds associated with an institutional investor for a purchase price of $25 million, have a conversion price of $7.0682 per share, which represents an 18% premium over the consolidated closing bid price of Amyris common stock on NASDAQ on February 24, 2012, the day the parties entered into the purchase agreement for the unsecured notes.
“This renewed commitment of our investors puts Amyris on strong financial footing and reinforces our ability to scale up our technology. We are thrilled with the investment from His Highness Sheikh Abdullah and his commitment to invest in the production of renewable hydrocarbons,” said John Melo, Amyris President & CEO. “From fuels to chemicals and beyond, Amyris is delivering renewable alternatives to petroleum-based products.”
As previously announced, Amyris will report its full financial results for the fourth quarter and year ended December 31, 2011, after market close on Monday, February 27, 2012. The Company will hold its regularly scheduled quarterly conference call to discuss these results at 5:00 p.m. Eastern Standard Time. To participate via live webcast, please visit: http://investors.amyris.com.
About Amyris, Inc.
Amyris is an integrated renewable products company focused on providing sustainable alternatives to a broad range of petroleum-sourced products. Amyris uses its industrial synthetic biology platform to convert plant sugars into a variety of hydrocarbon molecules - flexible building blocks that can be used in a wide range of products. Amyris is commercializing these products both as No Compromise® renewable ingredients in cosmetics, flavors and fragrances, polymers, lubricants and consumer products, and also as No Compromise renewable diesel and jet fuel. Amyris Brasil Ltda., a subsidiary of Amyris, oversees the establishment and expansion of Amyris's production in Brazil. Amyris also has fuel distribution capabilities in the United States through its subsidiary, Amyris Fuels, LLC. More information about Amyris is available at www.amyris.com.
This release contains forward-looking statements, and any statements other than statements of historical facts could be deemed to be forward-looking statements. These forward-looking statements include, among other things, statements regarding future events (such as closing a convertible note transaction) that involve risks and uncertainties. These statements are based on management’s current expectations and actual results and future events may differ materially due to risks and uncertainties, including those associated with contractual uncertainty, operational start-up timelines and other risks detailed in the “Risk Factors” section of Amyris’s annual report on Form 10-K filed on March 14, 2011 and quarterly reports on Form 10-Q filed on November 9, 2011, August 11, 2011 and May 11, 2011. Amyris disclaims any obligation to update information contained in these forward-looking statements whether as a result of new information, future events, or otherwise.
Amyris and No Compromise are trademarks or registered trademarks of Amyris, Inc.