SEC Form 4 · accession 0001209191-15-063117

AMYRIS, INC. · AMRS

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Philippe Boisseau

Director · 10% Owner

Period of report

Jul 29, 2015

Accepted (ET)

Jul 31, 2015 · 4:50 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001365916

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F2	Jul 29, 2015	P	1,282,051	$1.56	A	14,899,263	I	See footnote
Common Stock^F2	Jul 29, 2015	P	30,434,782	$2.30	A	45,334,045	I	See footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
1.5% Senior Secured Convertible Note Due 2017^F4,F2	$7.0682	Jul 29, 2015	J	—	D	—	—	Common Stock	—	—	I
1.5% Senior Secured Convertible Note Due 2017^F5,F2	$3.08	Jul 29, 2015	J	—	D	—	—	Common Stock	—	—	I
1.5% Senior Secured Convertible Note Due 2017^F4,F2	$3.08	Jul 29, 2015	J	—	D	—	—	Common Stock	—	—	I
1.5% Senior Secured Convertible Note Due 2017^F4,F2	$7.0682	Jul 29, 2015	J	—	D	—	—	Common Stock	—	—	I
1.5% Senior Secured Convertible Note Due 2017^F4,F2	$4.11	Jul 29, 2015	J	—	D	—	—	Common Stock	—	—	I
1.5% Senior Secured Convertible Note Due 2017^F4,F2	$4.11	Jul 29, 2015	J	—	D	—	—	Common Stock	—	—	I
1.5% Senior Secured Convertible Note Due 2017^F2,F7	$3.08	Jul 29, 2015	P	—	A	—	—	Common Stock	—	—	I
Warrants (right to buy)^F9,F2	$0.01	Jul 29, 2015	P	128,205	A	—	Jul 29, 2020	Common Stock	128,205	128,205	I
Warrants (right to buy)^F9,F2	$0.01	Jul 29, 2015	P	2,000,000	A	—	Jul 29, 2020	Common Stock	2,000,000	2,000,000	I
Warrants (right to buy)^F8,F2,F9	$0.01	Jul 29, 2015	P	0	A	—	Jul 29, 2020	Common Stock	0	0	I

Explanation of responses

F1Purchase was pursuant to that certain Securities Purchase Agreement dated as of July 24, 2015 by and between the Issuer and the purchasers set forth therein, including Total Energies Nouvelles Activites USA (the "Purchase Agreement").
F10Warrant was issued in connection with the Exchange Agreement.
F2Held of record by Total Energies Nouvelles Activites USA. Mr. Boisseau, a member of the Issuer's board of directors by deputization, is a member of the Executive Committee of Total S.A., the ultimate parent company of Total Energies Nouvelles Activites USA, and, as such, may be deemed to share voting or investment power over the securities held by Total Energies Nouvelles Activites USA. Mr. Boisseau holds no shares of the Issuer directly and disclaims beneficial ownership of the Common Stock, except to the extent of his pecuniary interest therein, if any.
F3Shares were issued in exchange for certain Convertible Notes as listed in Table II below, and pursuant to that certain Exchange Agreement dated as of July 26, 2015 by and between the Issuer and the investors set forth therein, including Total Energies Nouvelles Activites USA (the "Exchange Agreement").
F4Note was cancelled pursuant to the Exchange Agreement and that certain Request For Cancellation of Convertible Notes dated July 29, 2015 delivered by Total Energies Nouvelles Activites USA to the Issuer (the "Cancellation Request").
F5Note was cancelled pursuant to the Exchange Agreement and the Cancellation Request. The Issuer's obligations under the note were cancelled upon the issuance of a new 1.5% Senior Secured Convertible Note Due 2017.
F6Issued pursuant to the Exchange Agreement and the Cancellation Request. The Issuer's obligations under the original note were cancelled upon the issuance of this new 1.5% Senior Secured Convertible Note Due 2017.
F7The principal amount of this note is $5,000,751.86. The note is convertible only in those circumstances described in the note. The Final Maturity Date as defined in the note is March 1, 2017.
F8The shares underlying this warrant will be determined upon satisfaction of the Exercise Condition as described in the warrant.
F9This warrant is exercisable upon satisfaction of the Exercise Condition as described in the warrant.

Remarks

The transactions of the securities reported on this form were pre-approved by the Issuer's board of directors pursuant to Rule 16b-3.