Solazyme, Inc. (NASDAQ:SZYM) (the “Company”), today announced that it
intends to offer, subject to market and other considerations, $100.0
million aggregate principal amount of convertible senior subordinated
notes due 2019 (the “Notes”) and 5.0 million shares of its common stock,
par value $0.001 per share (the “Common Stock”) in separate underwritten
registered public offerings. In addition, the Company expects to grant
the underwriter of the offering of the Notes (the “Notes Offering”) a
30-day option to purchase up to an additional $15.0 million aggregate
principal amount of Notes solely to cover over-allotments, if any, and
the underwriters of the offering of Common Stock (the “Common Stock
Offering”) a 30-day option to purchase up to an additional 750,000
shares of Common Stock. The Notes Offering and the Common Stock Offering
are referred to in this release collectively as the “Offerings.” Neither
Offering is contingent on the completion of the other Offering.
The Notes will be general unsecured obligations of the Company and will
be subordinated in right of payment to its Senior Debt (as defined in
the indenture governing the Notes). The Notes will effectively rank
junior in right of payment to any of the Company’s secured indebtedness
to the extent of the value of the assets securing such indebtedness and
be structurally junior to all indebtedness and other liabilities of the
Company’s subsidiaries, including trade payables.
The Notes will be convertible into shares of Common Stock at the
then-applicable conversion rate until the close of business on the
scheduled trading day immediately preceding maturity. The Notes will not
be redeemable at the Company’s option prior to maturity. The interest
rate, conversion rate and other terms of the Notes will be determined at
the time of pricing of the offering.
Solazyme intends to use the net proceeds of the offering to fund capital
expenditures, working capital and general corporate purposes.
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 in which such offer, solicitation
or sale would be unlawful prior to registration or qualification under
the securities laws of any such state.
Goldman, Sachs & Co. will act as the underwriter for the Notes Offering.
Goldman, Sachs & Co. and Morgan Stanley & Co. LLC will act as joint
book-running managers for the Common Stock Offering.
The Company has filed an automatically effective registration statement
with the Securities and Exchange Commission, or SEC, for the Offerings
(including a related preliminary prospectus for each Offering). Before
you invest in either the Notes Offering or the Common Stock Offering,
you should read the applicable preliminary prospectus and the other
documents the Company has filed with the SEC for more complete
information about the Company and the respective Offerings. You may get
these documents for free by visiting EDGAR on the SEC web site at www.sec.gov.
Alternatively, the Company, the underwriters or any dealer participating
in the Notes Offering will arrange to send you the preliminary
prospectus for such Notes Offering if you request it by contacting
Goldman, Sachs & Co., Attn: Prospectus Department, 200 West Street, New
York, NY 10282, by calling 1-866-471-2526 or by emailing prospectusny@ny.email.gs.com.
The Company, the underwriters or any dealer participating in the Common
Stock Offering will arrange to send you the preliminary prospectus for
such Common Stock Offering if you request it by contacting Goldman,
Sachs & Co., Attn: Prospectus Department, 200 West Street, New York, NY
10282, by calling 1-866-471-2526 or by emailing prospectusny@ny.email.gs.com,
or from Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180
Varick Street, 2nd Floor, New York, New York 10014, by calling (866)
718-1649 or by emailing prospectus@morganstanley.com.
About Solazyme, Inc.
Solazyme, Inc. (SZYM) is a renewable oil and bioproducts company that
transforms a growing range of abundant plant-based sugars into
high-value triglyceride oils and other bioproducts. Headquartered in
South San Francisco, Solazyme’s renewable products can replace or
enhance oils derived from the world’s three existing sources –
petroleum, plants and animal fats. Solazyme is commercializing its
primary products as either tailored oils, powdered oils, and closely
related products in the chemicals, fuels and food markets or as branded
consumer products.
Solazyme®, the Solazyme logo and other
trademarks or service names are trademarks of Solazyme, Inc.
Forward-Looking Statements
This press release contains forward-looking statements regarding our
planned offer and sale of convertible senior subordinated notes and
common stock and the use of the net proceeds from any such sale. We
cannot be sure that we will complete the Offerings or, if we do, on what
terms we will complete them. Forward-looking statements are based
on current beliefs and expectations and are subject to inherent risks
and uncertainties, including those discussed under the caption “Risk
Factors” in the preliminary prospectuses. In addition, management
retains broad discretion with respect to the allocation of the net
proceeds of these Offerings. The forward-looking statements speak
only as of the date of this release, and Solazyme, Inc. is under no
obligation to, and expressly disclaims any such obligation to, update or
alter its forward-looking statements, whether as a result of new
information, future events, or otherwise.
Copyright Business Wire 2014