EMERYVILLE, Calif., Dec. 29,
2022 /PRNewswire/ -- Amyris, Inc. (Nasdaq: AMRS), a
leading synthetic biotechnology company accelerating the world's
transition to sustainable consumption through its
Lab-to-Market™ technology platform, today announced that it
has entered into a definitive purchase agreement for the purchase
and sale of 20,000,000 shares of the Company's common stock and
warrants to purchase up to an aggregate of 15,000,000 shares of
common stock in a registered direct offering. Each share of
common stock is being sold together with a warrant to purchase 0.75
of a share of common stock at a combined purchase price of
$1.50. The warrants will be
immediately exercisable at a price of $1.80 per full share of common stock for a period
of five years from closing.
![Amyris Logo (PRNewsfoto/Amyris, Inc.) Amyris Logo (PRNewsfoto/Amyris, Inc.)](https://mma.prnewswire.com/media/1436515/Amyris_Logo.jpg)
In addition, in a concurrent private placement, the Company
entered into a definitive purchase agreement with Foris Ventures,
LLC, an entity affiliated with Amyris board member John Doerr (Chairman of Kleiner Perkins) for the purchase and sale of
13,333,334 shares of the Company's common stock and warrants
to purchase up to an aggregate of 10,000,000 shares of common
stock. Each share of common stock is being sold together with a
warrant to purchase 0.75 of a share of common stock at a combined
purchase price of $1.50. The warrants
will be immediately exercisable at a price of $1.80 per full share of common stock for a period
of five years from closing.
H.C. Wainwright & Co. is acting as the exclusive placement
agent for the registered direct offering.
The closing of the offering and the concurrent private placement
is expected to occur on or about December
30, 2022, subject to the satisfaction of customary closing
conditions. The gross proceeds to the Company from these
transactions are expected to be approximately $50 million, before deducting the placement
agent's fees and other expenses payable by the Company. The Company
intends to use the net proceeds from the offering and the
concurrent private placement for general corporate purposes.
The securities issued in the registered direct offering
described above (but not the securities issued in the concurrent
private placement) are being offered by the Company pursuant to an
automatic shelf registration statement on Form S-3 (File No.
333-255105), which was filed with the Securities and Exchange
Commission (the "SEC") on April 7,
2021, and automatically became effective under SEC rules.
The offering of the securities in the registered direct offering is
made only by means of a prospectus, including a prospectus
supplement, forming a part of the effective registration statement.
A final prospectus supplement and accompanying prospectus relating
to the registered direct offering will be filed with the SEC.
Electronic copies of the final prospectus supplement and
accompanying prospectus may be obtained, when available, on the
SEC's website at http://www.sec.gov or by contacting H.C.
Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor,
New York, NY 10022, by phone at
(212) 865-5711 or e-mail at placements@hcwco.com.
The securities issued in the concurrent private placement
described above were offered in a private placement under Section
4(a)(2) of the Securities Act of 1933, as amended (the "Securities
Act"), and Regulation D promulgated thereunder, and have not been
registered under the Securities Act, or applicable state securities
laws. Accordingly, the securities issued in the concurrent private
placement may not be offered or sold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements of the Securities Act and such
applicable state securities laws.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or other jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such state or other jurisdiction.
About Amyris
Amyris (Nasdaq: AMRS) is a leading synthetic biotechnology
company, transitioning the Clean Health & Beauty and Flavors
& Fragrances markets to sustainable ingredients through
fermentation and the company's proprietary
Lab-to-Market™ technology platform. This Amyris
platform leverages state-of-the-art machine learning, robotics and
artificial intelligence, enabling the company to rapidly bring new
innovation to market at commercial scale. Amyris ingredients are
included in over 20,000 products from the world's top brands,
reaching more than 300 million consumers. Amyris also owns and
operates a family of consumer brands that is constantly evolving to
meet the growing demand for sustainable, effective and accessible
products.
Amyris, the Amyris logo, and Lab-to-Market, are trademarks or
registered trademarks of Amyris, Inc. or its subsidiaries in the
U.S. and/or other countries.
Forward-Looking Statements
This release contains
forward-looking statements, and any statements other than
statements of historical fact could be deemed to be forward-looking
statements. These forward-looking statements include, among other
things, statements regarding future events, such as Amyris'
expectations regarding the completion of the offering, the timing
of the closing of the offering and the anticipated gross proceeds
of the offering and the use thereof. These statements are based on
management's current expectations and actual results and future
events may differ materially due to risks and uncertainties,
including risks related to Amyris' liquidity and ability to fund
operating and capital expenses, risks related to its financing
activities, risks related to potential delays or failures in
completing and integrating planned acquisitions, risks related to
potential delays or failures in development, regulatory approval,
launch, production and commercialization of products, risks related
to global inflation and policy measures undertaken to address
inflation, the COVID-19 pandemic and any other geopolitical events,
including Russia's invasion of
Ukraine, resulting in global
economic, financial and supply chain disruptions that may
negatively impact Amyris' business operations and financial results
or cause market volatility, risks related to Amyris' reliance on
third parties particularly in the supply chain, and other risks
detailed from time to time in filings Amyris makes with the SEC,
including Annual Reports on Form 10-K, Quarterly Reports on Form
10-Q and Current Reports on Form 8-K. Any of these risks and
uncertainties could materially and adversely affect Amyris' results
of operations, which would, in turn, have a significant and adverse
impact on Amyris' stock price. We caution you not to place undue
reliance on any forward-looking statements, which speak only as of
the date they are made. Amyris disclaims any obligation to update
information contained in these forward-looking statements,
whether as a result of new information, future events, or
otherwise.
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SOURCE Amyris, Inc.