Novomer’s Technology and Materials are Highly
Compatible with Danimer’s PHA and are Expected to Enable Lower-Cost
Biodegradable Products, Benefiting Customers and Creating Value for
Shareholders
Danimer Scientific, Inc. (NYSE: DNMR) (“Danimer” or the
“Company”), a leading next generation bioplastics company focused
on the development and production of biodegradable materials, today
announced that it has signed a definitive agreement to acquire
Novomer, Inc. (“Novomer”), a leading developer of conversion
technology providing transformable, functional, and low net carbon
inputs into the production of PHA-based resins and other
biodegradable materials, in a cash transaction valued at $152
million. Each company’s Board of Directors has approved the
transaction.
Headquartered with a pilot plant in Rochester, New York, Novomer
develops high-performing, carbon-efficient, cost-effective polymers
and chemicals, including poly(3-hydroxypropionate) (“p(3HP)”), a
type of polyhydroxyalkanoate (“PHA”), all of which can be sourced
from renewable or non-renewable feedstocks. Novomer leverages its
proprietary Novo22™ catalyst and intelligent process design to
develop products in its pilot plant that can be produced at low
costs. Novomer also has an extensive intellectual property
portfolio with more than 100 issued patents and over 140 patents
pending. Novomer has approximately 20 employees.
Danimer believes that Novomer’s p(3HP) is highly complementary
with Danimer’s inputs, and can be incorporated as a component in
certain Danimer resins. Nodax®, Danimer’s signature PHA, and
Novomer’s p(3HP) have different properties and attributes: Nodax®
has strong performance and biodegradability properties, making it
possible to be used across diverse end-use applications, while
p(3HP) has improved barrier properties and is a lower cost
non-fermented input. By incorporating Novomer’s p(3HP) into
Danimer’s customer solutions, Danimer expects to have greater
flexibility to meet an even broader range of customer needs, and
also expects to be able to produce its resins at a substantially
lower cost. Additionally, by blending these inputs, Danimer will
reduce the amount of fermentation required in the production of its
resins. Given these significant benefits, the Company expects to
modify its previously announced greenfield construction plans for
its new facility in Bainbridge, Georgia to include fewer fermenters
and expand Novomer’s production capacity. This transaction and the
resulting modifications are expected to meaningfully reduce
Danimer’s planned capital expenditures on a per-pound basis while
increasing the anticipated overall volume of finished product it
will be able to deliver when also taking into account the
completion of its Kentucky Phase II expansion.
Danimer regularly evaluates its plans against potential
opportunities to further improve its cost profile while maintaining
flexibility to enable capacity for increasing customer demand. The
Company will continue to focus on enhancing capacity and/or
lowering its capital expenditures and production costs on a
per-pound basis.
Stephen E. Croskrey, Chief Executive Officer of Danimer, said,
“This is an important acquisition for Danimer that advances our
strategy of providing biodegradable solutions to the plastics
industry to help solve the global plastic waste crisis. Novomer’s
highly complementary proprietary technology and process development
expertise offer numerous technical, operational and financial
benefits for Danimer and our blue-chip customers. Paired with
Danimer’s leadership in application development, we will now have
the potential to provide an even broader range of products with
improved barrier properties for packaging and other uses at a lower
cost – all while using less energy and delivering biodegradability.
Further, we expect that Novomer’s simplified manufacturing and
operational processes will accelerate our ability to scale our
production capabilities and to do so at a much lower average
capital expenditure per pound than we had previously forecast. This
is a milestone event for our Company and we look forward to
welcoming the Novomer team to Danimer.”
Phillip Van Trump, Chief Science and Technology Officer of
Danimer, added, “Novomer has proven its technology in pilot
applications and we have validated the biodegradability of
Novomer’s biopolymers through rigorous assessment and third-party
testing. We believe that by incorporating Novomer’s technology in
our processes, we can further enhance production to meet our
customers’ commercial needs with a broader suite of biodegradable
solutions. In addition to using Novomer’s p(3HP) as an input in,
and in conjunction with, the production of Nodax® based resins,
this technology can also be used to produce acrylic acid from
renewable and other sources for use across superabsorbent polymer
(“SAP”) products like diapers and feminine hygiene products. Also,
the addition of Novomer’s world-class scientists, engineers and
technicians to the Danimer team, as well as its broad portfolio of
patents, presents meaningful opportunities to develop new
applications and drive continued innovation and growth in the years
ahead.”
Novomer’s Chief Executive Officer, Jeff Uhrig, will report to
Danimer CEO Stephen E. Croskrey and will continue to lead the
Novomer team in coordination with Danimer’s senior leadership.
“We’re thrilled to join Danimer and its outstanding team, who
share our commitment to the development and manufacturing of
biodegradable products,” said Mr. Uhrig. “Danimer is at the
forefront of the bioplastics industry as a premium biopolymer
supplier and we look forward to leveraging its valuable resources
and go-to-market expertise to scale efficiently together and
address growing global blue-chip customer demand for our
solutions.”
Approvals and Expected Closing
The transaction is expected to close in the third quarter of
2021, subject to regulatory approvals and other customary closing
conditions.
Advisors
Piper Sandler & Co. served as financial advisor and Kane
Kessler, P.C. served as legal advisor to Danimer. Cooley, LLP
served as legal advisor to Novomer.
Webcast and Conference Call
The Company will host a webcast and conference call on Thursday,
July 29 at 8:30 a.m. Eastern Time to discuss this announcement and
conduct a question-and-answer session. The live webcast will be
available at www.danimerscientific.com in the Investor Relations
section. The conference call will also be accessible by dialing
1-877-407-9208 (Domestic) and 1-201-493-6784 (International). A
replay of the webcast will be available on the Company’s
website.
About Danimer Scientific
Danimer is a pioneer in creating more sustainable, more natural
ways to make plastic products. For more than a decade, its
renewable and sustainable biopolymers have helped create plastic
products that are biodegradable and compostable and return to
nature instead of polluting our lands and waters. Danimer’s
technology can be found in a vast array of plastic end products
that people use every day. Applications for its biopolymers include
additives, aqueous coatings, fibers, filaments, films and
injection-molded articles, among others. Danimer now holds more
than 150 granted patents and pending patent applications in more
than 20 countries for a range of manufacturing processes and
biopolymer formulations. For more information, visit
www.DanimerScientific.com.
About Novomer
Novomer is a leading developer of chemical conversion technology
to address market needs for transformable, functional, and high
carbon utility materials. Novomer’s current focus is on the
development of beta-propiolactones and derivatives, using its
proprietary CoEth technology. Novomer’s patented technology focuses
on catalyst, process conversion, and polymerization techniques to
provide chemical intermediates, compostable polymers, and
high-performance functionalized lactones. Novomer’s investment base
includes strategic investors Saudi Aramco, SABIC and DSM and
financial investors Flagship Ventures, OVP Ventures, and Physic
Ventures. For more information, visit www.novomer.com.
Forward‐Looking Statements
Please note that in this press release we may use words such as
“appears,” “anticipates,” “believes,” “plans,” “expects,”
“intends,” “future,” and similar expressions which constitute
forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are made based on our expectations and
beliefs concerning future events impacting the Company and
therefore involve a number of risks and uncertainties. We caution
that forward-looking statements are not guarantees and that actual
results could differ materially from those expressed or implied in
the forward-looking statements. Potential risks and uncertainties
that could cause the actual results of operations or financial
condition of the Company to differ materially from those expressed
or implied by forward-looking statements in this release include,
but are not limited to, the overall level of consumer demand on our
products; general economic conditions and other factors affecting
consumer confidence, preferences, and behavior; disruption and
volatility in the global currency, capital, and credit markets; the
financial strength of the Company's customers; the Company's
ability to implement its business strategy, including, but not
limited to, its ability to expand its production facilities and
plants to meet customer demand for its products and the timing
thereof; risks relating to the uncertainty of the projected
financial information with respect to the Company; the ability of
the Company to execute and integrate acquisitions; changes in
governmental regulation, legislation or public opinion relating to
our products; the Company’s exposure to product liability or
product warranty claims and other loss contingencies; disruptions
and other impacts to the Company’s business, as a result of the
COVID-19 global pandemic and government actions and restrictive
measures implemented in response; stability of the Company’s
manufacturing facilities and suppliers, as well as consumer demand
for our products, in light of disease epidemics and health-related
concerns such as the COVID-19 global pandemic; the impact that
global climate change trends may have on the Company and its
suppliers and customers; the Company's ability to protect patents,
trademarks and other intellectual property rights; any breaches of,
or interruptions in, our information systems; the ability of our
information technology systems or information security systems to
operate effectively, including as a result of security breaches,
viruses, hackers, malware, natural disasters, vendor business
interruptions or other causes; our ability to properly maintain,
protect, repair or upgrade our information technology systems or
information security systems, or problems with our transitioning to
upgraded or replacement systems; the impact of adverse publicity
about the Company and/or its brands, including without limitation,
through social media or in connection with brand damaging events
and/or public perception; fluctuations in the price, availability
and quality of raw materials and contracted products as well as
foreign currency fluctuations; our ability to utilize potential net
operating loss carryforwards; and changes in tax laws and
liabilities, tariffs, legal, regulatory, political and economic
risks. More information on potential factors that could affect the
Company's financial results is included from time to time in the
Company's public reports filed with the Securities and Exchange
Commission, including the Company's Annual Report on Form 10-K,
Quarterly Reports on Form 10-Q, and Current Reports on Form 8-K.
All forward-looking statements included in this press release are
based upon information available to the Company as of the date of
this press release, and speak only as of the date hereof. We assume
no obligation to update any forward-looking statements to reflect
events or circumstances after the date of this press release.
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version on businesswire.com: https://www.businesswire.com/news/home/20210728005949/en/
For Danimer: Investors ir@danimer.com Phone:
229-220-1103
Media Anthony Popiel apopiel@daltonagency.com Phone:
404-876-1309
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