Solazyme, Inc. (NASDAQ:SZYM) (the “Company”) today announced the pricing
of $130.0 million aggregate principal amount of its 5.00% 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”), at
a price of $11.00 per share in separate underwritten registered public
offerings. The Company has granted the underwriter of the offering of
the Notes (the “Notes Offering”) a 30-day option to purchase up to an
additional $19.5 million aggregate principal amount of Notes solely to
cover over-allotments, if any, and has granted 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.” The Offerings are expected to
close on April 1, 2014, subject to market and other conditions, and
neither Offering is contingent on the completion of the other Offering.
The Notes Offering was increased from the $100.0 million aggregate
principal amount previously announced.
The Notes will mature on October 1, 2019, unless repurchased or
converted in accordance with their terms prior to such date, and will
bear interest at a rate of 5.00% per year, payable semiannually in
arrears on April 1 and October 1 of each year, beginning on October 1,
2014. The Company may not redeem the Notes prior to maturity. The Notes
will be convertible into shares of Common Stock at an initial conversion
rate of 75.7576 shares of Common Stock per $1,000 principal amount of
Notes, which is equivalent to an initial conversion price of $13.20 per
share of Common Stock. With respect to certain conversions occurring
prior to January 1, 2018, in addition to the shares deliverable upon
conversion, holders will be entitled to receive an early conversion
payment equal to $83.33 per $1,000 principal amount of Notes surrendered
for conversion, which amount may be settled, at the Company’s election,
in cash or in shares of Common Stock.
The Company estimates that the net proceeds of the Notes Offering will
be approximately $124.7 million (or approximately $143.5 million if the
over-allotment option to purchase additional Notes is exercised in full)
and the net proceeds of the Common Stock Offering will be approximately
$51.5 million (or approximately $59.3 million if the option to purchase
additional shares of Common Stock is exercised in full), in each case
after deducting underwriting discounts and commissions and estimated
offering expenses payable by the Company. The Company intends to use the
net proceeds of the Offerings for 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 or jurisdiction.
Goldman, Sachs & Co. is acting as the underwriter for the Notes
Offering. Goldman, Sachs & Co. and Morgan Stanley & Co. LLC are acting
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, Goldman, Sachs & Co. or any dealer
participating in the Notes Offering will arrange to send you the
preliminary prospectus for the 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, Goldman, Sachs & Co., Morgan Stanley & Co. LLC or any
dealer participating in the Common Stock Offering will arrange to send
you the preliminary prospectus for the Common Stock Offering if you
request it by contacting (i) 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 (ii) Morgan Stanley & Co. LLC, Attn: Prospectus Department, 180
Varick Street, 2nd Floor, New York, New York 10014.
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. 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