Lenders cash flow projections, in form and methodology as previously provided to the Lender, showing that the Company and the other Subsidiary Guarantors have adequate liquidity to operate their
businesses through and including the calendar year ending December 31, 2023; and (v) the repayment or prepayment of all or any part of Tranche 3 (as defined in the loan agreement by and between DSM Finance B.V. and the Company) on or
before April 15, 2024 other than from proceeds of sale of (a) all of the capital stock of Amyris RealSweet, LLC, or (b) the consummation of any sale of any consumer brands from which, in the case of this clause (b), the Company shall
receive at least $75,000,000 in gross proceeds, which must, in each case, be on terms acceptable to the Lender in its absolute discretion, shall constitute an event of default (collectively, the Anesma Covenants).
Omnibus Amendment Agreement to 2019 LSA, 2022 LSA and Perrara LSA
On June 5, 2023, the Company and certain of the Companys subsidiaries entered into omnibus amendment agreements (collectively, the Omnibus
Amendment Agreements) with each of FV and Perrara (the Lenders), pursuant to which the Lenders agreed to waive all existing defaults under the following agreements: (i) the 2019 LSA (ii) the 2022 LSA, and
(iii) the Loan and Security Agreement (the Perrara LSA), dated March 10, 2023 (as amended, restated, supplemented or otherwise modified from time to time), by and among the Company, certain subsidiaries of the Company
party thereto, and Perrara. In addition to waiving such defaults, the Lenders agreed to (a) extend the final maturity date of the 2019 LSA to July 1, 2024, (b) extend certain repayment dates under the 2022 LSA such that $50 million
will be due and payable on April 15, 2024 and $30 million will be due and payable on the maturity date of June 15, 2024, and (c) extend the repayment and maturity dates under the Perrara LSA such that $12.5 million will be
due and payable on April 15, 2024, $12.5 million will be due and payable on June 15, 2024 and $12.5 million will be due and payable on the maturity date of September 15, 2024. Default interest that previously accrued under
the 2019 LSA is deemed to accrue until the 2019 LSA maturity date. Default interest that previously accrued under the 2022 LSA and 2023 LSA is deemed to have been paid in kind and added to the outstanding principal amount due on the maturity dates
of the 2022 LSA and 2023 LSA, respectively. In addition, the Omnibus Amendment Agreements amend the 2019 LSA, 2022 LSA and Perrara LSA to include covenants substantially similar to the Anesma Covenants.
In exchange for each of the Lenders entering into an Omnibus Amendment Agreement, the Company agreed to certain conditions and covenants, including the
Company entering into an amendment to the loan agreement by and between the Company and DSM Finance B.V. and the Company entering into, and incurring indebtedness, pursuant to a loan agreement with Anesma Group, LLC, as described above.
Except as set forth above, all other terms, conditions and rights of the 2019 LSA, 2022 LSA, and Perrara LSA and the related transaction documents remain in
full force and effect, which were described in the Companys prior disclosures.
General
The Reporting Persons acquired the securities described in this Schedule for investment purposes and they intend to review their investments in the Company on
a continuing basis. In addition, the Reporting Persons intend to participate in the management of the Company through representation on the Companys board of directors (the Board). L. John Doerr and Ryan Panchadsaram, a
partner at Foris Ventures, serve as members of the Board. Any actions the Reporting Persons might undertake will be dependent upon the Reporting Persons review of numerous factors, including, but not limited to: an ongoing evaluation of the
Companys business, financial condition, operations and prospects; price levels of the Companys securities; general market, industry and economic conditions; the relative attractiveness of alternative business and investment
opportunities; and other future developments.
The Reporting Persons may, at any time and from time to time, acquire additional securities of the Company,
or retain or sell all or a portion of the securities then held, in the open market or in privately negotiated transactions. In addition, the Reporting Persons in discussions with management, the Board, and shareholders of the Company and other
relevant parties or encourage such persons to consider or explore extraordinary corporate transactions, such as: a merger; sales or acquisitions of assets or businesses; changes to the capitalization or dividend policy of the Company;
restructurings, reorganizations or recapitalizations of the Company, or other material changes to the Companys business or corporate structure, including changes in management or the composition of the Board.
Other than as described above, none of the Reporting Persons currently has any plans or proposals that relate to, or would result in, any of the matters
listed in Items 4(a)(j) of Schedule 13D, although, depending on the factors discussed herein, the Reporting Persons may change their purpose or formulate different plans or proposals with respect thereto at any time.