Gevo, Inc. (NASDAQ:GEVNW) Files An 8-K Entry into a Material Definitive Agreement

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Gevo, Inc. (NASDAQ:GEVNW) Files An 8-K Entry into a Material Definitive Agreement

Item1.01.

Entry into a Material Definitive Agreement.

On January9, 2017, Gevo, Inc. (the Company) entered into private
exchange agreements (the Exchange Agreement) with certain holders
of its 7.5% convertible senior notes due 2022 (the 2022 Notes),
to exchange an aggregate of $3.125million of principal amount of
2022 Notes for an aggregate of 731,732shares of its common stock
(the Exchange Shares), which represents an effective exchange
price of approximately $4.28 per Exchange Share, a 5% premium to
the closing price of Gevos common stock on January9, 2017.

Upon completion, these exchanges will reduce the outstanding
principal amount of the 2022 Notes to approximately $6.45million.
The Exchange Shares are being issued in reliance on the exemption
from registration provided by Section3(a)(9) of the Securities
Act of 1933, as amended, as securities exchanged by the Company
with its existing security holders exclusively where no
commission or other remuneration is paid or given directly or
indirectly for soliciting the exchange. The Company may enter
into additional equity exchanges with holders of 2022 Notes at
similar or differing exchange rates in the future.

The foregoing description of the Exchange Agreement does not
purport to be complete and is subject to, and is qualified in its
entirety by reference to, the full text of the form of Exchange
Agreement which was filed as Exhibit10.3 to the Companys Current
Report on Form8-K filed with the Securities and Exchange
Commission on September9, 2016, and is incorporated herein by
reference.


Item3.02.
Unregistered Sales of Equity Securities.

The information provided in Item1.01 of this Current Report on
Form 8-K is incorporated by reference into this Item3.02.

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