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 firstname.lastname@example.org. 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 email@example.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.