0001193125-13-093941.txt : 20130306 0001193125-13-093941.hdr.sgml : 20130306 20130306163457 ACCESSION NUMBER: 0001193125-13-093941 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20130306 DATE AS OF CHANGE: 20130306 GROUP MEMBERS: BRAEMAR PARTNERS, LLC GROUP MEMBERS: BRAEMAR POWER & COMMUNICATIONS MANAGEMENT II, LP SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SOLAZYME INC CENTRAL INDEX KEY: 0001311230 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL ORGANIC CHEMICALS [2860] IRS NUMBER: 331077078 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86676 FILM NUMBER: 13669971 BUSINESS ADDRESS: STREET 1: 225 GATEWAY BLVD. CITY: S. SAN FRANCISCO STATE: CA ZIP: 94080 BUSINESS PHONE: 650-780-4777 MAIL ADDRESS: STREET 1: 225 GATEWAY BLVD. CITY: S. SAN FRANCISCO STATE: CA ZIP: 94080 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Braemar Energy Ventures II, LP CENTRAL INDEX KEY: 0001410447 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 340 Madison Ave CITY: New York STATE: NY ZIP: 10017 BUSINESS PHONE: 212-697-0900 MAIL ADDRESS: STREET 1: 340 Madison Ave CITY: New York STATE: NY ZIP: 10017 SC 13G/A 1 d496880dsc13ga.htm SC 13G/A SC 13G/A

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2 )*

 

 

Solazyme, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

83415T101

(CUSIP Number)

March 4, 2013

(Date of Event Which Requires Filing of this Statement)

 

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

¨ Rule 13d-1(c)

x Rule 13d-1(d)

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (“Act”), or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 

 


13G

 

CUSIP No. 83415T101   Page 2

 

  1   

Name of reporting person

 

BRAEMAR ENERGY VENTURES II, LP

  2  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  x

 

  3  

SEC use only

 

  4  

Citizenship or place or organization

 

    Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

    4,622,229

   6   

Shared voting power

 

    -0- (See Item 4)

   7   

Sole dispositive power

 

    4,622,229

   8   

Shared dispositive power

 

    -0- (See Item 4)

  9  

Aggregate amount beneficially owned by each person

 

    (See Item 4) 4,622,229

10  

Check box if the aggregate amount in row (9) excludes certain shares    ¨

 

11  

Percent of class represented by amount in Row (9)

 

    7.6%

12  

Type of reporting person

 

    PN

 


13G

 

CUSIP No. 83415T101   Page 3

 

  1   

Name of reporting person

 

BRAEMAR POWER AND COMMUNICATIONS MANAGEMENT II, LP

  2  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  x

 

  3  

SEC use only

 

  4  

Citizenship or place or organization

 

    Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

    4,622,229 (See Item 4)

   6   

Shared voting power

 

    -0- (See Item 4)

   7   

Sole dispositive power

 

    4,622,229 (See Item 4)

   8   

Shared dispositive power

 

    -0- (See Item 4)

  9  

Aggregate amount beneficially owned by each person

 

    (See Item 4) 4,622,229

10  

Check box if the aggregate amount in row (9) excludes certain shares    ¨

 

11  

Percent of class represented by amount in Row (9)

 

    7.6%

12  

Type of reporting person

 

    PN

 


13G

 

CUSIP No. 83415T101   Page 4

 

  1   

Name of reporting person

 

BRAEMAR PARTNERS, LLC

  2  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  x

 

  3  

SEC use only

 

  4  

Citizenship or place or organization

 

    Delaware

Number of

shares

beneficially

owned by

each

reporting

person

with

     

Sole voting power

 

    4,622,229 (See Item 4)

   6   

Shared voting power

 

    -0- (See Item 4)

   7   

Sole dispositive power

 

    4,622,229 (See Item 4)

   8   

Shared dispositive power

 

    -0- (See Item 4)

  9  

Aggregate amount beneficially owned by each person

 

    (See Item 4) 4,622,229

10  

Check box if the aggregate amount in row (9) excludes certain shares    ¨

 

11  

Percent of class represented by amount in Row (9)

 

    7.6%

12  

Type of reporting person

 

    PN

 


Item 1(a) Name of Issuer:

Solazyme, Inc. (the “Company”)

Item 1(b) Address of Issuer’s Principal Executive Offices:

225 Gateway Boulevard South

San Francisco, California 94080

Item 2(a) Name of Person Filing:

This Amendment No. 2 amends and restates the statement on Schedule 13G filed on February 16, 2012 as amended on February 27, 2013 (as amended, the “Schedule 13G”) and is being jointly filed by each of the following persons pursuant to Rule 13d-1(k) promulgated by the Securities and Exchange Commission pursuant to Section 13 of the Act: Braemar Energy Ventures II, LP (the “Fund”), Braemar Power and Communications Management II, LP (“Braemar Management”), and Braemar Partners, LLC (“Braemar Partners”), or collectively, the “Reporting Persons.”

The Reporting Persons have entered into a Joint Filing Agreement, dated as of the date hereof, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of 13d-1(k)(1) under the Act.

Item 2(b) Address of Principal Business Office or, if none, Residence:

The address of the principal business office of each of the Reporting Persons is c/o Braemar Energy Ventures, 340 Madison Avenue, 18th Floor, New York, NY 10017.

Item 2(c) Citizenship

Each of the Reporting Persons is organized under the laws of the State of Delaware.

Item 2(d) Title of Class of Securities:

Common Stock, par value $0.001 per share (the “Common Stock”)

Item 2(e) CUSIP No.:

83415T101

Item 3 If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b), check whether the person filing is a:

Not Applicable.

Item 4 Ownership:

The Fund is the direct beneficial owner of 4,622,229 shares of Common Stock, or approximately 7.6% of the Common Stock.

The shares of Common Stock beneficially owned by the Fund may be deemed to be beneficially owned indirectly by: (i) Braemar Management, the general partner of the Fund, and (ii) Braemar Partners, the general partner of Braemar Management. Braemar Partners makes decisions with respect to the voting and disposition of the shares held by the Fund through a two-person board of managers, that requires unanimous consent to take action.

Pursuant to Rule 13d-5(b)(1) under the Act, Braemar Management and Braemar Partners may be deemed to have beneficial ownership of 4,622,229 shares of Common Stock, or approximately 7.6% of the Common Stock, the aggregate number of shares of Common Stock held by the Reporting Persons. Each such person disclaims beneficial ownership of any such shares in which it does not have a pecuniary interest.

 

Page 5


All of the percentages calculated in this Schedule 13G are based upon an aggregate of 60,885,415 shares of Common Stock outstanding as of October 31, 2012, as disclosed in the Company’s Quarterly Report on Form 10-Q, filed on November 14, 2012.

Item 5 Ownership of Five Percent or Less of a Class:

Not Applicable.

Item 6 Ownership of More Than Five Percent on Behalf of Another Person:

Not Applicable.

Item 7 Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:

Not Applicable.

Item 8 Identification and Classification of Members of the Group:

The Reporting Persons may be deemed to be a “group” for purposes of Section 13(d)(3) of the Act. Pursuant to Rule 13d-4 of the Act, the Reporting Persons expressly declare that the filing of this statement shall not be construed as an admission that any such person is, for the purposes of Section 13(g) of the Act or otherwise, the beneficial owner of any securities covered by this statement held by any other person. The Reporting Persons expressly disclaim that they have agreed to act as a group other than as described in this statement.

Item 9 Notice of Dissolution of Group:

Not Applicable.

Item 10 Certification:

Not Applicable.

 

Page 6


SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Date: March 5, 2013   BRAEMAR ENERGY VENTURES II, LP
  By:   Braemar Power and Communications
    Management II, LP
  Its:   General Partner
  By:   Braemar Partners, LLC
  Its:   General Partner
  By:  

/s/ William D. Lese

    William D. Lese
    Member
  BRAEMAR POWER AND COMMUNICATIONS MANAGEMENT II, LP
  By:   Braemar Partners, LLC
  Its:   General Partner
  By:  

/s/ William D. Lese

    William D. Lese
    Member
  BRAEMAR PARTNERS, LLC
  By:   

/s/ William D. Lese

    William D. Lese
    Member

 

Page 7


EXHIBIT INDEX

 

Exhibit
Number

  

Exhibit Description

99.1    Joint Filing Agreement

 

Page 8

EX-99.1 2 d496880dex991.htm EX-99.1 EX-99.1

EXHIBIT 99.1

JOINT FILING AGREEMENT

The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

In accordance with Rule 13d-1(k)(1) promulgated under the Securities and Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with each other on behalf of each of them of to such a statement on Schedule 13G with respect to the common stock of Solazyme, Inc. beneficially owned by each of them. This Joint Filing Agreement shall be included as an exhibit to such Schedule 13G.

 

Date: March 5, 2013   BRAEMAR ENERGY VENTURES II, LP
  By:    Braemar Power and Communications
    Management II, LP
  Its:   General Partner
  By:   Braemar Partners, LLC
  Its:   General Partner
  By:  

/s/ William D. Lese

    William D. Lese
    Member
  BRAEMAR POWER AND COMMUNICATIONS MANAGEMENT II, LP
  By:   Braemar Partners, LLC
  Its:   General Partner
  By:  

/s/ William D. Lese

    William D. Lese
    Member
  BRAEMAR PARTNERS, LLC
  By:  

/s/ William D. Lese

    William D. Lese
    Member

 

Page 1