As previously reported, Amyris, Inc. (the “Company”), Schottenfeld Opportunities Fund II, L.P. and certain of its affiliates (collectively, the “Investors”) are parties to certain Credit Agreements, each dated September 10, 2019 (collectively, the “September Credit Agreements”) and to a Credit and Security Agreement, dated November 14, 2019 (the “CSA” and collectively with the September Credit Agreements, the “Credit Agreements”), to which the Company issued to the Investors certain notes (the “September Notes” and the “November Notes”, respectively, and collectively, the “Notes”) and warrants (the “September Warrants” and the “November Warrants”, respectively, and collectively, the “Warrants”) to purchase shares (the “Warrant Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”). The entry into and provisions of the Credit Agreements and the Notes, the issuance of the Warrants and related matters were previously reported in Current Reports on Form 8-K filed by the Company with the Securities and Exchange Commission (the “SEC”) on September 11, 2019>and November 20, 2019, which are incorporated herein by reference.

On February 28, 2020, the Company, certain of the Company’s subsidiaries parties to the CSA (the “Subsidiary Guarantors” and, together with the Company, the “Loan Parties”) and the Investors entered into a forbearance agreement (the “Forbearance Agreement”) in respect of certain events of default (“Specified Defaults”), including, but not limited to, (i) the Loan Parties\’ failure to pay all principal and accrued interest on the November Notes at the maturity date, (ii) the Loan Parties’ failure to pay on or before December 31, 2019, all accrued and unpaid interest through December 31, 2019 on the September Notes, and (iii) the Company’s failure, on or before December 15, 2019, to convert or exchange at least $60 million, but not less than 50%, of certain junior outstanding indebtedness into equity in the Company, and certain other events of default.

to the Forbearance Agreement, each Investor agreed to forbear during 60 days, except in case of early termination of the Forbearance Agreement (the “Forbearance Period”), from exercising its respective rights and remedies under the Credit Agreements, the other Loan Documents (as defined in each Credit Agreement), and applicable law in respect of the Specified Defaults, and the Company agreed to (i) pay a late fee of 5% on any obligations under the November Notes not paid in full on or before the last day of the Forbearance Period; (ii) pay, on or prior to the earliest to occur of April 19, 2020 or the last day of the Forbearance Period, (A) all interest due to the Notes, plus all interest accruing on such unpaid interest, plus all interest accrued on account of the Notes from the date of the Forbearance Agreement through the date of such payment, and (B) a forbearance fee in the amount of $150,000; (iii) pay, upon of the Forbearance Agreement, $150,000 as a partial payment of the interest that has accrued to the Notes as of the date of the Forbearance Agreement; and (iv) amend the Warrants (the “Warrant Amendments”) to (A) reduce the exercise price of each Warrant to $2.87 per share, and (B) with respect to the November Warrants, extend the deadline to register the Warrant Shares for resale by the holders thereof.

The Forbearance Agreement includes customary representations, warranties and covenants of the parties and its effectiveness is subject to customary closing conditions, all of which were satisfied.

The foregoing description of the Forbearance Agreement and the Warrant Amendments is a summary and is qualified in its entirety by reference to the Forbearance Agreement and forms of Warrant Amendments, which are filed as Exhibit 10.1, Exhibit 4.1>and Exhibit 4.2>hereto, respectively, and are incorporated herein by reference.

The information contained in Item 1.01 above is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are filed herewith:

AMYRIS, INC. Exhibit
EX-4.1 2 exhibit4018-k20200302.htm EXHIBIT 4.1 Exhibit Exhibit 4.1WARRANT AMENDMENT AGREEMENTThis Warrant Amendment Agreement (this “Amendment”) is made as of February 28,…
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About Amyris, Inc. (NASDAQ:AMRS)

Amyris, Inc. is an integrated industrial biotechnology company. The Company is engaged in research and development and sales of fuels and farnesene-derived products. It is applying its industrial synthetic biology platform to engineer, manufacture and sell products into a range of consumer and industrial markets, including cosmetics, flavors and fragrances (F&F), solvents and cleaners, polymers, lubricants, healthcare products and fuels. The Company focuses on a renewable hydrocarbon molecule called farnesene (Biofene). The Company is expanding its range of products across various categories divided into consumer and industrial applications. For consumer applications, the Company is developing and selling personal care products (which include ingredients for cosmetics and F&F), healthcare products and formulated end user products, such as Biossance brand skincare products and Muck Daddy brand hand cleaner product.