Amyris, Inc. (NASDAQ:AMRS) Files An 8-K Unregistered Sales of Equity SecuritiesItem 8.01
The information contained in Item 8.01 below is incorporated herein by reference.
| Item 8.01 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
The information contained in Item 8.01 below is incorporated herein by reference.
As previously reported, on August 2, 2017, Amyris, Inc. (the “Company”) entered into (i) a Securities Purchase Agreement (the “DSM Purchase Agreement”) with DSM International B.V. (“DSM”) for the issuance and sale of 25,000 shares of the Company’s Series B 17.38% Convertible Preferred Stock, par value $0.0001 per share (the “Series B Preferred Stock”), at a price of $1,000 per share,and a DSM Cash Warrant (as defined in the Prior 8-K (as defined below)) to purchase 3,968,116 shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”), at an exercise price of $6.30 per share, and a DSM Dilution Warrant (as defined in the Prior 8-K) (collectively, the “DSM Warrants”) and (ii) a Securities Purchase Agreement (the “Vivo Purchase Agreement” and, together with the DSM Purchase Agreement, the “Purchase Agreements”) with affiliates of Vivo Capital LLC (“Vivo”) for the issuance and sale of an aggregate of 2,826,711 shares of Common Stock at a purchase price of $4.26 per share, an aggregate 12,958.21196 shares of the Company’s Series D Convertible Preferred Stock, par value $0.0001 per share (the “Series D Preferred Stock”), at a price of $1,000 per share,and Vivo Cash Warrants (as defined in the Prior 8-K) to purchase an aggregate of 5,575,118 shares of Common Stock, at an exercise price of $6.39 per share, and Vivo Dilution Warrants (as defined in the Prior 8-K) (collectively, the “Vivo Warrants” and, together with the DSM Warrants, the “Warrants”). The entry into the Purchase Agreements and related matters were reported in a Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on August 3, 2017 (the “Prior 8-K”), which is incorporated herein by reference.
On August 3, 2017, the Company filed the Certificate of Designation of Preferences, Rights and Limitations relating to the Series D Preferred Stock with the Secretary of State of Delaware.
On August 3, 2017, the Company and Vivo closed the issuance and sale of an aggregate of 2,826,711 shares of Common Stock, an aggregate of 12,958.21196 shares of Series D Preferred Stock and the Vivo Warrants, resulting in net proceeds to the Company of approximately $24.8 million after payment of offering expenses. In addition, on August 3, 2017, the Company and Vivo entered into the Vivo Stockholder Agreement (as defined in the Prior 8-K).
On August 7, 2017, the Company and DSM closed the issuance and sale of 25,000 shares of Series B Preferred Stock and the DSM Warrants, resulting in net proceeds to the Company of approximately $24.8 million after payment of offering expenses. In addition, on August 7, 2017, the Company and DSM entered into the Amended and Restated Stockholder Agreement (as defined in the Prior 8-K) and certain of the License Agreements (as defined in the Prior 8-K) became effective.
The shares of Common Stock, Series B Preferred Stock, Series D Preferred Stock and Warrants were sold in private placements to the exemption from registration under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) and Regulation D promulgated under the Securities Act.
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.
