CODEXIS, INC. (NASDAQ:CDXS) Files An 8-K Other Events
Item8.01.
| Other Events. |
On April7, 2017, Codexis, Inc. (the Company) entered into an
underwriting agreement (the Underwriting Agreement) with
Jefferies LLC as representative (the Representative) of the
several underwriters named therein (collectively, the
Underwriters), to which the Company agreed to issue and sell
5,500,000 shares (the Shares) of its common stock, par value
$0.0001 per share (Common Stock), to the Underwriters (the
Offering). The Shares were sold at a public offering price of
$4.00 per Share. Under the terms of the Underwriting Agreement,
the Company granted the Underwriters the right, for 30 days, to
purchase up to 825,000 additional shares of Common Stock (the
Underwriters Option). On April 7, 2017, the Underwriters
exercised the Underwriters Option to purchase 825,000 additional
shares. The Company expects to receive net proceeds from the
Offering, including the exercise of the Underwriters Option, of
approximately $23.3million, after deducting the Underwriters
discounts and commissions and estimated offering expenses payable
by the Company.
The Offering was made under a prospectus supplement and related
prospectus filed with the Securities and Exchange Commission to
the Companys effective shelf registration statement on Form S-3
(Registration No.333-215025).
to the
Underwriting Agreement, the Company agreed to indemnify the
Underwriters against certain liabilities, including liabilities
under the Securities Act of 1933, as amended, or to contribute to
payments that the Underwriters may be required to make because of
such liabilities. The Company and all of the Companys directors
and executive officers also agreed not to sell or transfer any
Common Stock held by them for 90 days after April7, 2017 without
first obtaining the written consent of the Representative on
behalf of the Underwriters, subject to certain exceptions.
A copy of the
Underwriting Agreement is attached as Exhibit 1.1 hereto and is
incorporated herein by reference. The foregoing descriptions of
the Underwriting Agreement and lock-up arrangements do not
purport to be complete and are qualified in their entirety by
reference to such exhibit.
A copy of the
opinion of Latham Watkins LLP relating to the validity of the
securities issued in the Offering is filed herewith as Exhibit
5.1.
Forward-Looking
Statements
The statements in
this report related to the completion and size of the Offering
are forward-looking statements. These forward-looking statements
are based upon the Companys current expectations. Forward-looking
statements involve risks and uncertainties. The Companys actual
results and the timing of events could differ materially from
those anticipated in such forward-looking statements as a result
of these risks and uncertainties, which include, without
limitation, risks related to market conditions and the
satisfaction of customary closing conditions related to the
Offering. There can be no assurance that the Company will be able
to complete the Offering on the anticipated terms, or at
all.
| Item9.01. | Financial Statements and Exhibits. |
(d)Exhibits.
|
Exhibit No. |
Description |
|
| 1.1 |
Underwriting Agreement, dated as of April7, 2017, among Codexis, Inc. and Jefferies LLC, as representative of the underwriters named therein. |
|
| 5.1 | Opinion of Latham Watkins LLP. | |
| 23.1 | Consent of Latham Watkins LLP (included in Exhibit 5.1). |
About CODEXIS, INC. (NASDAQ:CDXS)
Codexis, Inc. is a developer of biocatalysts for the pharmaceutical and fine chemicals markets. The Company’s CodeEvolver protein engineering technology platform, which introduces genetic mutations into genes in order to give rise to changes in the enzymes that they produce, overcomes many of the limitations, allowing customers to evolve and optimize biocatalysts to perform specific and desired chemical reactions at commercial scale. The Company’s pharmaceutical products include enzymes, pharmaceutical intermediates, active pharmaceutical ingredients (APIs) and Codex Biocatalyst Panels and Kits. The fine chemicals market consists of several market verticals, including food and food ingredients, animal feed, flavors and fragrances, and agricultural chemicals. The Company also uses its technology to develop an early stage, enzyme therapeutic product candidate for the treatment of phenylketonuria (PKU) in humans through oral administration. CODEXIS, INC. (NASDAQ:CDXS) Recent Trading Information
CODEXIS, INC. (NASDAQ:CDXS) closed its last trading session down -0.20 at 4.30 with 2,108,188 shares trading hands.
