8-K 1 a8-kx01142020.htm FORM 8-K Document

 
 
 
 UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
 
 
 
 
 
FORM 8-K
 
Current Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

____________________


Date of report (Date of earliest event reported): January 13, 2020
 
Amyris, Inc.
(Exact name of registrant as specified in its charter)
 
Delaware
001-34885
55-0856151
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)
 
 
 
5885 Hollis Street, Suite 100, Emeryville, CA
94608
 
 
(Address of principal executive offices)
(Zip Code)
 
 
 
 
510 450-0761
 
 
(Registrant’s telephone number, including area code)
 

 
 
 
 
(Former name or former address, if changed since last report.)
 
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instruction A.2 below):
 



o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 


Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.0001 par value per share
AMRS
The Nasdaq Stock Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 




 
Item 3.02
Unregistered Sales of Equity Securities. 

On January 13, 2020 Foris Ventures, LLC (“Foris”), an entity affiliated with director John Doerr and which beneficially owns greater than five percent of the Company’s outstanding common stock, delivered to the Company an irrevocable notice of cash exercise with respect to a warrant (the “Warrant”) to purchase 4,877,386 shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) issued by the Company on August 17, 2018 (the “Warrant Exercise”). On January 14, 2020, the Company received approximately $14.0 million from Foris in connection with the Warrant Exercise representing 4,877,386 shares of Common Stock at an exercise price of $2.87 per share. The issuance of the Warrant and related matters were reported in Current Reports on Form 8-K filed by the Company with the Securities and Exchange Commission (the “SEC”) on August 20, 2018 and on July 15, 2019, which are incorporated herein by reference.

The shares of Common Stock to be issued in connection with the Warrant Exercise will be issued in a private placement pursuant to the exemption from registration under Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated under the Securities Act (“Regulation D”), without general solicitation, made only to and with “accredited investors” as defined in Regulation D.






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
AMYRIS, INC.
 
 
 
 
 
 
 
 
 
Date: January 14, 2020
By:
/s/ Kathleen Valiasek
 
 
 
Kathleen Valiasek
 
 
 
Chief Business Officer