x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
55-0856151
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
Large accelerated filer
|
¨
|
Accelerated filer
|
¨
|
|
|
|
|
Non-accelerated filer
|
x
|
Smaller reporting company
|
¨
|
Class
|
Outstanding at October 28, 2011
|
Common Stock, $0.0001 par value per share
|
45,554,640 shares
|
|
|
Page No.
|
PART I: FINANCIAL INFORMATION
|
||
|
|
|
Item 1.
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
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||
|
|
|
Item 2.
|
||
|
|
|
Item 3.
|
||
|
|
|
Item 4.
|
||
|
||
PART II: OTHER INFORMATION
|
||
|
|
|
Item 1.
|
||
|
|
|
Item 1A.
|
||
|
|
|
Item 2.
|
||
|
|
|
Item 6.
|
||
|
|
|
|
September 30,
2011 |
|
December 31,
2010 |
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
106,142
|
|
|
$
|
143,060
|
|
Short-term investments
|
17,652
|
|
|
114,873
|
|
||
Accounts receivable
|
4,982
|
|
|
5,215
|
|
||
Inventories
|
8,492
|
|
|
4,006
|
|
||
Prepaid expenses and other current assets
|
9,432
|
|
|
2,905
|
|
||
Total current assets
|
146,700
|
|
|
270,059
|
|
||
Property and equipment, net
|
115,850
|
|
|
54,847
|
|
||
Other assets
|
38,752
|
|
|
32,547
|
|
||
Total assets
|
$
|
301,302
|
|
|
$
|
357,453
|
|
Liabilities and Equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
25,246
|
|
|
$
|
7,116
|
|
Deferred revenue
|
2,044
|
|
|
565
|
|
||
Accrued and other current liabilities
|
30,333
|
|
|
14,795
|
|
||
Capital lease obligation, current portion
|
2,931
|
|
|
2,854
|
|
||
Debt, current portion
|
2,336
|
|
|
1,911
|
|
||
Total current liabilities
|
62,890
|
|
|
27,241
|
|
||
Capital lease obligation, net of current portion
|
905
|
|
|
3,091
|
|
||
Long-term debt, net of current portion
|
9,970
|
|
|
4,734
|
|
||
Deferred rent, net of current portion
|
10,290
|
|
|
11,186
|
|
||
Deferred revenue, net of current portion
|
4,238
|
|
|
1,130
|
|
||
Other liabilities
|
9,434
|
|
|
2,523
|
|
||
Total liabilities
|
97,727
|
|
|
49,905
|
|
||
Commitments and contingencies (Note 5)
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock - $0.0001 par value, 5,000,000 shares authorized, none issued and outstanding.
|
—
|
|
|
—
|
|
||
Common stock - $0.0001 par value, 100,000,000 shares authorized as of September 30, 2011 and December 31, 2010; 45,160,247 shares and 43,847,425 shares issued and outstanding as of September 30, 2011 and December 31, 2010, respectively.
|
5
|
|
|
4
|
|
||
Additional paid-in capital
|
530,847
|
|
|
506,988
|
|
||
Accumulated other comprehensive income (loss)
|
(5,451
|
)
|
|
2,872
|
|
||
Accumulated deficit
|
(321,760
|
)
|
|
(202,318
|
)
|
||
Total Amyris, Inc. stockholders’ equity
|
203,641
|
|
|
307,546
|
|
||
Noncontrolling interest
|
(66
|
)
|
|
2
|
|
||
Total equity
|
203,575
|
|
|
307,548
|
|
||
Total liabilities and equity
|
$
|
301,302
|
|
|
$
|
357,453
|
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
||||||||
Revenues
|
|
|
|
|
|
|
|
||||||||
Product sales
|
$
|
31,162
|
|
|
$
|
22,055
|
|
|
$
|
92,998
|
|
|
$
|
42,037
|
|
Grants and collaborations revenue
|
5,114
|
|
|
2,170
|
|
|
12,454
|
|
|
8,545
|
|
||||
Total revenues
|
36,276
|
|
|
24,225
|
|
|
105,452
|
|
|
50,582
|
|
||||
Cost and operating expenses
|
|
|
|
|
|
|
|
||||||||
Cost of product sales
|
35,729
|
|
|
22,900
|
|
|
99,247
|
|
|
43,032
|
|
||||
Research and development
|
23,441
|
|
|
14,701
|
|
|
66,622
|
|
|
38,293
|
|
||||
Sales, general and administrative
|
21,174
|
|
|
10,484
|
|
|
59,401
|
|
|
29,385
|
|
||||
Restructuring income
|
—
|
|
|
(2,061
|
)
|
|
—
|
|
|
(2,061
|
)
|
||||
Total cost and operating expenses
|
80,344
|
|
|
46,024
|
|
|
225,270
|
|
|
108,649
|
|
||||
Loss from operations
|
(44,068
|
)
|
|
(21,799
|
)
|
|
(119,818
|
)
|
|
(58,067
|
)
|
||||
Other income (expense):
|
|
|
|
|
|
|
|
||||||||
Interest income
|
609
|
|
|
702
|
|
|
1,250
|
|
|
1,264
|
|
||||
Interest expense
|
(291
|
)
|
|
(524
|
)
|
|
(1,172
|
)
|
|
(1,284
|
)
|
||||
Other income, net
|
310
|
|
|
1,013
|
|
|
160
|
|
|
953
|
|
||||
Total other income
|
628
|
|
|
1,191
|
|
|
238
|
|
|
933
|
|
||||
Loss before income taxes
|
$
|
(43,440
|
)
|
|
$
|
(20,608
|
)
|
|
$
|
(119,580
|
)
|
|
$
|
(57,134
|
)
|
Provision for income taxes
|
(474
|
)
|
|
—
|
|
|
(299
|
)
|
|
—
|
|
||||
Net loss
|
$
|
(43,914
|
)
|
|
$
|
(20,608
|
)
|
|
$
|
(119,879
|
)
|
|
$
|
(57,134
|
)
|
Net loss attributable to noncontrolling interest
|
224
|
|
|
477
|
|
|
437
|
|
|
907
|
|
||||
Net loss attributable to Amyris, Inc.
|
$
|
(43,690
|
)
|
|
$
|
(20,131
|
)
|
|
$
|
(119,442
|
)
|
|
$
|
(56,227
|
)
|
Deemed dividend related to the beneficial conversion feature of Series D convertible preferred stock and conversion of Amyris Brasil S.A. shares held by third parties
|
—
|
|
|
(42,009
|
)
|
|
—
|
|
|
(42,009
|
)
|
||||
Net loss attributable to Amyris, Inc. common stockholders
|
$
|
(43,690
|
)
|
|
$
|
(62,140
|
)
|
|
$
|
(119,442
|
)
|
|
$
|
(98,236
|
)
|
Net loss per share attributable to common stockholders, basic and diluted
|
$
|
(0.97
|
)
|
|
$
|
(11.89
|
)
|
|
$
|
(2.68
|
)
|
|
$
|
(19.26
|
)
|
Weighted-average shares of common stock outstanding used in computing net loss per share of common stock, basic and diluted
|
45,031,613
|
|
|
5,227,689
|
|
|
44,507,686
|
|
|
5,099,635
|
|
|
Common Stock
|
|
Additional
Paid-in
Capital
|
|
Accumulated
Deficit
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Noncontrolling
Interest
|
|
Total
Equity
|
|||||||||||||||
(In Thousands, Except Share Amounts)
|
Shares
|
|
Amount
|
|
|
|
|
|
||||||||||||||||||
December 31, 2010
|
43,847,425
|
|
|
$
|
4
|
|
|
$
|
506,988
|
|
|
$
|
(202,318
|
)
|
|
$
|
2,872
|
|
|
$
|
2
|
|
|
$
|
307,548
|
|
Issuance of common stock upon exercise of stock options, net of restricted stock
|
1,230,867
|
|
|
1
|
|
|
5,023
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,024
|
|
||||||
Issuance of common stock upon net exercise of warrants
|
77,087
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Shares issued from restricted stock unit settlement
|
6,005
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Repurchase of common stock
|
(1,137
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
18,836
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
18,836
|
|
||||||
Fair value of assets and liabilities assigned to noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
369
|
|
|
369
|
|
||||||
Components of comprehensive income (loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Change in unrealized loss on investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
||||||
Foreign currency translation adjustment, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(8,318
|
)
|
|
—
|
|
|
(8,318
|
)
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(119,442
|
)
|
|
—
|
|
|
(437
|
)
|
|
(119,879
|
)
|
||||||
Total comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
|
|
(128,202
|
)
|
||||||||||||
September 30, 2011
|
45,160,247
|
|
|
$
|
5
|
|
|
$
|
530,847
|
|
|
$
|
(321,760
|
)
|
|
$
|
(5,451
|
)
|
|
$
|
(66
|
)
|
|
$
|
203,575
|
|
|
Nine Months Ended September 30,
|
||||||
|
2011
|
|
2010
|
||||
Operating activities
|
|
|
|
||||
Net loss
|
$
|
(119,879
|
)
|
|
$
|
(57,134
|
)
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
|
|
|
||||
Convertible preferred stock warrants
|
—
|
|
|
33
|
|
||
Depreciation and amortization
|
7,728
|
|
|
5,300
|
|
||
Inventory write-down to net realizable value
|
2,468
|
|
|
—
|
|
||
Loss on the sale of investments
|
—
|
|
|
(4
|
)
|
||
Stock-based compensation
|
18,836
|
|
|
6,908
|
|
||
Amortization of premium on investments
|
630
|
|
|
895
|
|
||
Change in fair value of convertible preferred stock warrant liability
|
—
|
|
|
(929
|
)
|
||
Restructuring income
|
—
|
|
|
(2,061
|
)
|
||
Other noncash (income) expenses
|
(79
|
)
|
|
67
|
|
||
Changes in assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
234
|
|
|
(2,989
|
)
|
||
Inventories
|
(7,091
|
)
|
|
(1,243
|
)
|
||
Prepaid expenses and other assets
|
(1,134
|
)
|
|
1,449
|
|
||
Accounts payable
|
10,993
|
|
|
4,412
|
|
||
Restructuring
|
—
|
|
|
(511
|
)
|
||
Accrued and other long-term liabilities
|
17,700
|
|
|
2,015
|
|
||
Deferred revenue
|
4,587
|
|
|
1,458
|
|
||
Deferred rent
|
(761
|
)
|
|
(480
|
)
|
||
Net cash used in operating activities
|
(65,768
|
)
|
|
(42,814
|
)
|
||
Investing activities
|
|
|
|
||||
Purchase of short-term investments
|
(55,286
|
)
|
|
(190,408
|
)
|
||
Maturities of short-term investments
|
105,000
|
|
|
53,561
|
|
||
Sales of short-term investments
|
44,826
|
|
|
28,374
|
|
||
Purchase of long-term investments
|
—
|
|
|
(7,998
|
)
|
||
Change in restricted cash
|
—
|
|
|
(18
|
)
|
||
Acquisition of cash in noncontrolling interest
|
344
|
|
|
—
|
|
||
Purchase of property and equipment, net of disposals
|
(54,416
|
)
|
|
(8,249
|
)
|
||
Deposits on property and equipment
|
(16,832
|
)
|
|
(2,159
|
)
|
||
Net cash provided by (used in) investing activities
|
23,636
|
|
|
(126,897
|
)
|
||
Financing activities
|
|
|
|
||||
Proceeds from issuance of convertible preferred stock, net of issuance costs
|
—
|
|
|
184,369
|
|
||
Proceeds from issuance of common stock, net of repurchases
|
4,987
|
|
|
75
|
|
||
Proceeds from equipment financing
|
—
|
|
|
1,445
|
|
||
Principal payments on capital leases
|
(2,109
|
)
|
|
(2,064
|
)
|
||
Proceeds from debt
|
7,622
|
|
|
—
|
|
||
Principal payments on debt
|
(3,962
|
)
|
|
(9,325
|
)
|
||
Proceeds from issuance of common stock in initial public offering, net of underwriting discounts and commission
|
(497
|
)
|
|
75,359
|
|
||
Proceeds from sale of noncontrolling interest
|
—
|
|
|
7,069
|
|
||
Net cash provided by financing activities
|
6,041
|
|
|
256,928
|
|
||
Effect of exchange rate changes on cash and cash equivalents
|
(827
|
)
|
|
973
|
|
||
Net increase (decrease) in cash and cash equivalents
|
(36,918
|
)
|
|
88,190
|
|
||
Cash and cash equivalents at beginning of period
|
143,060
|
|
|
19,188
|
|
||
Cash and cash equivalents at end of period
|
$
|
106,142
|
|
|
$
|
107,378
|
|
|
Nine Months Ended September 30,
|
||||||
|
2011
|
|
2010
|
||||
Supplemental disclosures of cash flow information:
|
|
|
|
||||
Cash paid for interest
|
$
|
1,131
|
|
|
$
|
1,077
|
|
Supplemental disclosures of noncash investing and financing activities:
|
|
|
|
||||
Additions to property and equipment under notes payable
|
$
|
—
|
|
|
$
|
958
|
|
Acquisitions of assets under accounts payable and accrued liabilities
|
$
|
7,166
|
|
|
$
|
1,901
|
|
Capitalization of manufacturing equipment under ASC 840 (see Note 9)
|
$
|
7,272
|
|
|
$
|
—
|
|
Financing of insurance premium under notes payable
|
$
|
—
|
|
|
$
|
101
|
|
Change in unrealized gain (loss) on investments
|
$
|
(5
|
)
|
|
$
|
21
|
|
Change in unrealized gain (loss) on foreign currency
|
$
|
(7,265
|
)
|
|
$
|
383
|
|
Asset retirement obligation
|
$
|
—
|
|
|
$
|
175
|
|
Warrants issued in connection with the issuance of convertible preferred stock
|
$
|
—
|
|
|
$
|
507
|
|
Accrued deferred offering costs
|
$
|
—
|
|
|
$
|
1,653
|
|
Accrued Series D preferred stock issuance costs
|
$
|
—
|
|
|
$
|
9
|
|
Financing of rent payments under notes payable
|
$
|
—
|
|
|
$
|
239
|
|
Deferred charge asset related to issuance of Series D preferred stock
|
$
|
—
|
|
|
$
|
27,909
|
|
Receivable from stock option exercises
|
$
|
4
|
|
|
$
|
—
|
|
Issuance of common stock upon exercise of warrants
|
$
|
3,554
|
|
|
$
|
—
|
|
Unpaid investment in joint venture
|
$
|
108
|
|
|
$
|
—
|
|
Conversion of convertible preferred stock to common stock
|
$
|
—
|
|
|
$
|
391,411
|
|
Conversion of preferred stock warrants to common stock warrants
|
$
|
—
|
|
|
$
|
2,318
|
|
Conversion of shares of Amyris Brasil S.A. held by third parties into Amyris, Inc. common stock
|
$
|
—
|
|
|
$
|
11,653
|
|
Deemed dividend related to the beneficial conversion feature of Series D convertible preferred stock and Amyris Brasil S.A. shares
|
$
|
—
|
|
|
$
|
42,009
|
|
Transfer of fixed assets to current assets
|
$
|
886
|
|
|
$
|
—
|
|
Acquisition of net assets in noncontrolling interest
|
$
|
25
|
|
|
$
|
—
|
|
Customers
|
September 30,
2011
|
|
|
December 31,
2010
|
|
Customer A
|
19
|
%
|
|
36
|
%
|
Customer B
|
17
|
%
|
|
*
|
|
Customer C
|
15
|
%
|
|
**
|
|
Customer D
|
**
|
|
|
28
|
%
|
*
|
No outstanding balance
|
**
|
Less than 10%
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||
Customers
|
2011
|
|
2010
|
|
2011
|
|
2010
|
Customer A
|
**
|
|
33%
|
|
17%
|
|
16%
|
Customer B
|
17%
|
|
**
|
|
**
|
|
**
|
Customer C
|
12%
|
|
*
|
|
**
|
|
**
|
Customer D
|
*
|
|
*
|
|
*
|
|
16%
|
Customer E
|
**
|
|
11%
|
|
**
|
|
**
|
Customer F
|
**
|
|
**
|
|
**
|
|
13%
|
Balance at December 31, 2010
|
$
|
984
|
|
Foreign currency impact
|
(110
|
)
|
|
Accretion expenses recorded during the period
|
83
|
|
|
Balance at September 30, 2011
|
$
|
957
|
|
Machinery and equipment
|
7 -15 years
|
Computers and software
|
3-5 years
|
Furniture and office equipment
|
5 years
|
Vehicles
|
5 years
|
|
September 30, 2011
|
|
December 31,
2010
|
|
|||
Foreign currency translation adjustment, net of tax
|
$
|
(5,451
|
)
|
|
$
|
2,867
|
|
Accumulated unrealized gain on investment
|
—
|
|
|
5
|
|
||
Total accumulated other comprehensive income (loss)
|
$
|
(5,451
|
)
|
|
$
|
2,872
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
||||||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net loss attributable to Amyris, Inc. common stockholders
|
$
|
(43,690
|
)
|
|
$
|
(62,140
|
)
|
|
$
|
(119,442
|
)
|
|
$
|
(98,236
|
)
|
Denominator:
|
|
|
|
|
|
|
|
||||||||
Weighted-average shares of common stock outstanding used in computing net loss per share of common stock, basic and diluted
|
45,031,613
|
|
|
5,227,689
|
|
|
44,507,686
|
|
|
5,099,635
|
|
||||
Net loss per share attributable to common stockholders, basic and diluted
|
$
|
(0.97
|
)
|
|
$
|
(11.89
|
)
|
|
$
|
(2.68
|
)
|
|
$
|
(19.26
|
)
|
|
Nine Months Ended
September 30, |
||||
|
2011
|
|
2010
|
||
Period-end stock options to purchase common stock
|
8,353,279
|
|
|
6,833,698
|
|
Period-end common stock subject to repurchase
|
10,335
|
|
|
39,872
|
|
Period-end common stock warrants
|
5,136
|
|
|
195,604
|
|
Period-end restricted stock units
|
375,189
|
|
|
—
|
|
Total
|
8,743,939
|
|
|
7,069,174
|
|
|
Quoted Prices in Active
Markets for Identical Assets
(Level 1)
|
|
Other Observable
Inputs
(Level 2)
|
|
Significant
Unobservable Inputs
(Level 3)
|
|
Balance as of
September 30, 2011
|
||||||||
Financial Assets
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
78,237
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
78,237
|
|
Certificates of Deposit
|
17,652
|
|
|
—
|
|
|
—
|
|
|
17,652
|
|
||||
U.S. Government agency securities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Derivative assets
|
130
|
|
|
—
|
|
|
—
|
|
|
130
|
|
||||
Total financial assets
|
$
|
96,019
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
96,019
|
|
Financial Liabilities
|
|
|
|
|
|
|
|
||||||||
Derivative liabilities
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total financial liabilities
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Quoted Prices in Active
Markets for Identical Assets
(Level 1)
|
|
Other Observable
Inputs
(Level 2)
|
|
Significant
Unobservable Inputs
(Level 3)
|
|
Balance as of
December 31,
2010
|
||||||||
Financial Assets
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
124,228
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
124,228
|
|
Certificates of Deposit
(1)
|
9,238
|
|
|
—
|
|
|
—
|
|
|
9,238
|
|
||||
U.S. Government agency securities
|
—
|
|
|
105,635
|
|
|
—
|
|
|
105,635
|
|
||||
Total financial assets
|
$
|
133,466
|
|
|
$
|
105,635
|
|
|
$
|
—
|
|
|
$
|
239,101
|
|
Financial Liabilities
|
|
|
|
|
|
|
|
||||||||
Derivative liabilities
|
$
|
324
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
324
|
|
Total financial liabilities
|
$
|
324
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
324
|
|
|
Asset/Liability as of
|
||||||||||||
|
September 30, 2011
|
|
December 31, 2010
|
||||||||||
Type of Derivative Contract
|
Quantity of Net
Short Contracts |
|
Fair Value
|
|
Quantity of Net
Short Contracts
|
|
Fair Value
|
||||||
Regulated fixed price futures contracts, included as asset in prepaid expenses and other current assets
|
53
|
|
|
$
|
130
|
|
|
—
|
|
|
$
|
—
|
|
Regulated fixed price futures contracts, included as liability in accounts payable
|
—
|
|
|
$
|
—
|
|
|
92
|
|
|
$
|
324
|
|
Type of Derivative Contract
|
Income Statement Classification
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
||||||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
||||||||||
|
Gain (Losses) Recognized
|
|
Gain (Losses) Recognized
|
||||||||||||||
Regulated fixed price futures contracts
|
Cost of product sales
|
|
$
|
625
|
|
|
$
|
(1,224
|
)
|
|
$
|
(2,103
|
)
|
|
$
|
(379
|
)
|
|
September 30, 2011
|
||||||||||
|
Amortized
Cost
|
|
Unrealized Gain
(Loss)
|
|
Fair Value
|
||||||
Short-Term Investments
|
|
|
|
|
|
||||||
Certificates of Deposit
|
$
|
17,652
|
|
|
$
|
—
|
|
|
$
|
17,652
|
|
Total short-term investments
|
$
|
17,652
|
|
|
$
|
—
|
|
|
$
|
17,652
|
|
|
December 31, 2010
|
||||||||||
|
Amortized
Cost
|
|
Unrealized Gain
(Loss)
|
|
Fair Value
|
||||||
Short-Term Investments
|
|
|
|
|
|
||||||
U.S. Government agency securities
|
$
|
105,630
|
|
|
$
|
5
|
|
|
$
|
105,635
|
|
Certificates of Deposit
|
9,238
|
|
|
—
|
|
|
9,238
|
|
|||
Total short-term investments
|
$
|
114,868
|
|
|
$
|
5
|
|
|
$
|
114,873
|
|
|
September 30,
2011 |
|
December 31,
2010 |
||||
Raw materials
|
$
|
1,312
|
|
|
$
|
—
|
|
Work-in-process
|
1,794
|
|
|
—
|
|
||
Finished goods
|
5,386
|
|
|
4,006
|
|
||
Inventories, net
|
$
|
8,492
|
|
|
$
|
4,006
|
|
|
September 30,
2011 |
|
December 31,
2010 |
||||
Advances to contract manufacturers
|
$
|
3,108
|
|
|
$
|
—
|
|
Manufacturing catalysts
|
1,469
|
|
|
—
|
|
||
Advances on manufacturing catalysts
|
809
|
|
|
—
|
|
||
Interest receivable
|
—
|
|
|
744
|
|
||
Recoverable VAT and other taxes
|
752
|
|
|
24
|
|
||
Margin deposits on derivative instruments
|
523
|
|
|
373
|
|
||
Advances on collaboration services
|
442
|
|
|
—
|
|
||
Other
|
2,329
|
|
|
1,764
|
|
||
Prepaid and other current assets
|
$
|
9,432
|
|
|
$
|
2,905
|
|
|
September 30,
2011 |
|
December 31,
2010 |
||||
Leasehold improvements
|
$
|
39,180
|
|
|
$
|
29,445
|
|
Machinery and equipment
|
45,429
|
|
|
22,115
|
|
||
Computers and software
|
6,115
|
|
|
5,225
|
|
||
Furniture and office equipment
|
1,862
|
|
|
1,486
|
|
||
Vehicles
|
602
|
|
|
493
|
|
||
Construction in progress
|
46,032
|
|
|
12,431
|
|
||
|
139,220
|
|
|
71,195
|
|
||
Less: accumulated depreciation and amortization
|
(23,370
|
)
|
|
(16,348
|
)
|
||
Property and equipment, net
|
$
|
115,850
|
|
|
$
|
54,847
|
|
|
September 30,
2011 |
|
December 31,
2010 |
||||
Deferred charge asset
(1)
|
$
|
22,197
|
|
|
$
|
27,631
|
|
Deposits on property and equipment
|
15,243
|
|
|
4,556
|
|
||
Other
|
1,312
|
|
|
360
|
|
||
Total other assets
|
$
|
38,752
|
|
|
$
|
32,547
|
|
(1)
|
The deferred charge asset relates to the collaboration agreement between the Company and Total (see Note 9).
|
|
September 30,
2011 |
|
December 31,
2010 |
||||
Professional services
|
$
|
4,200
|
|
|
$
|
3,552
|
|
Accrued vacation
|
2,611
|
|
|
1,996
|
|
||
Payroll and related expenses
|
11,144
|
|
|
2,729
|
|
||
Construction in progress
|
1,367
|
|
|
2,227
|
|
||
Tax-related liabilities
|
1,513
|
|
|
1,273
|
|
||
Deferred rent, current portion
|
1,233
|
|
|
1,099
|
|
||
Customer advances
|
6,121
|
|
|
—
|
|
||
Refundable exercise price on early exercise of stock options
|
37
|
|
|
70
|
|
||
Other
|
2,107
|
|
|
1,849
|
|
||
Total accrued and other current liabilities
|
$
|
30,333
|
|
|
$
|
14,795
|
|
Years ending December 31:
|
Capital Leases
|
||
2011 (Three Months)
|
$
|
849
|
|
2012
|
2,910
|
|
|
2013
|
391
|
|
|
Thereafter
|
—
|
|
|
Total future minimum lease payments
|
4,150
|
|
|
Less: amount representing interest
|
(314
|
)
|
|
Present value of minimum lease payments
|
3,836
|
|
|
Less: current portion
|
(2,931
|
)
|
|
Long-term portion
|
$
|
905
|
|
Years ending December 31:
|
Operating
Leases -
Facilities
|
|
Operating
Leases -
Land
|
|
Operating
Leases -
Equipment
|
|
Total
Operating
Leases
|
||||||||
2011 (Three Months)
|
$
|
1,623
|
|
|
$
|
15
|
|
|
$
|
24
|
|
|
$
|
1,662
|
|
2012
|
6,556
|
|
|
169
|
|
|
16
|
|
|
6,741
|
|
||||
2013
|
6,330
|
|
|
206
|
|
|
—
|
|
|
6,536
|
|
||||
2014
|
6,408
|
|
|
206
|
|
|
—
|
|
|
6,614
|
|
||||
2015
|
6,586
|
|
|
206
|
|
|
—
|
|
|
6,792
|
|
||||
Thereafter
|
15,950
|
|
|
2,389
|
|
|
—
|
|
|
18,339
|
|
||||
Total future minimum lease payments
|
$
|
43,453
|
|
|
$
|
3,191
|
|
|
$
|
40
|
|
|
$
|
46,684
|
|
|
September 30,
2011
|
|
December 31,
2010
|
|
|||
Credit facilities
|
$
|
7,447
|
|
|
$
|
—
|
|
Notes payable
|
3,407
|
|
|
5,668
|
|
||
Loans payable
|
1,452
|
|
|
977
|
|
||
Total debt
|
12,306
|
|
|
6,645
|
|
||
Less: current portion
|
(2,336
|
)
|
|
(1,911
|
)
|
||
Long-term debt
|
$
|
9,970
|
|
|
$
|
4,734
|
|
•
|
The Company will share with FINEP the costs associated with the FINEP Project. At a minimum, the Company will contribute from its own funds approximately R$14.5 million Brazilian reais (
$7.8 million
based on the exchange rate at
September 30, 2011
) of which R$11.1 million Brazilian reais should have been contributed prior to the release of the second disbursement;
|
•
|
After the release of the first disbursement, prior to any subsequent drawdown from the FINEP Credit Facility, the Company must provide bank letters of guarantee of up to R$3.3 million Brazilian reais in aggregate (approximately
$1.8 million
based on the exchange rate at
September 30, 2011
);
|
•
|
Amounts released from the FINEP Credit Facility must be completely used by the Company towards the FINEP Project within 30 months after the contract execution.
|
Years ending December 31:
|
Notes Payable
|
|
Loans Payable
|
|
Credit Facility
|
||||||
2011(Three Months)
|
$
|
351
|
|
|
$
|
785
|
|
|
$
|
71
|
|
2012
|
1,405
|
|
|
400
|
|
|
282
|
|
|||
2013
|
770
|
|
|
179
|
|
|
6,583
|
|
|||
2014
|
355
|
|
|
45
|
|
|
55
|
|
|||
2015
|
355
|
|
|
45
|
|
|
55
|
|
|||
Thereafter
|
834
|
|
|
89
|
|
|
1,049
|
|
|||
Total future minimum payments
|
4,070
|
|
|
1,543
|
|
|
8,095
|
|
|||
Less: amount representing interest
|
(663
|
)
|
|
(91
|
)
|
|
(648
|
)
|
|||
Present value of minimum debt payments
|
3,407
|
|
|
1,452
|
|
|
7,447
|
|
|||
Less: current portion
|
(1,202
|
)
|
|
(1,134
|
)
|
|
—
|
|
|||
Noncurrent portion of debt
|
$
|
2,205
|
|
|
$
|
318
|
|
|
$
|
7,447
|
|
|
September 30, 2011
|
||
|
(In thousands)
|
||
Assets
|
$
|
11,396
|
|
Liabilities
|
$
|
2,768
|
|
|
2011
|
|
2010
|
||||
Balance at January 1
|
$
|
2
|
|
|
$
|
—
|
|
Addition to noncontrolling interest
|
369
|
|
|
28
|
|
||
Loss attributable to noncontrolling interest
|
(437
|
)
|
|
(13
|
)
|
||
Balance at September 30
|
$
|
(66
|
)
|
|
$
|
15
|
|
|
|
Exercise
Price per Share
|
|
Shares as of
|
|
Shares as of
|
||||
Underlying Stock
|
|
|
September 30, 2011
|
|
December 31, 2010
|
|||||
Common Stock
|
|
$
|
24.88
|
|
|
2,884
|
|
|
2,884
|
|
Common Stock
|
|
$
|
25.26
|
|
|
2,252
|
|
|
119,462
|
|
Common Stock
|
|
$
|
12.46
|
|
|
—
|
|
|
73,258
|
|
Total
|
|
|
|
5,136
|
|
|
195,604
|
|
|
Shares
Available
for Grant
|
|
Restricted
Stock
Units
Outstanding
|
|
Stock Options
|
|||||||||||||
|
Number
Outstanding
|
|
Weighted -
Average
Exercise
Price
|
|
Weighted -
Average
Remaining
Contractual
Life (Years)
|
|
Aggregate
Intrinsic
Value
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
(in thousands)
|
|||||||
Outstanding - December 31, 2010
|
3,301,259
|
|
|
—
|
|
|
7,274,637
|
|
|
$
|
8.01
|
|
|
8.0
|
|
$
|
135,792
|
|
Additional shares authorized
|
2,192,371
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|||||
Options granted
|
(2,493,125
|
)
|
|
|
|
2,493,125
|
|
|
26.71
|
|
|
|
|
|
||||
Restricted stock units granted
|
(385,156
|
)
|
|
385,156
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|||
Restricted stock units released
|
—
|
|
|
(9,967
|
)
|
|
—
|
|
|
—
|
|
|
|
|
|
|||
Options exercised
|
—
|
|
|
|
|
(1,230,867
|
)
|
|
4.06
|
|
|
|
|
|
||||
Shares repurchased
|
1,137
|
|
|
|
|
—
|
|
|
4.31
|
|
|
|
|
|
||||
Restricted stock units settled for taxes
|
3,962
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
|
||||
Options canceled
|
183,616
|
|
|
|
|
(183,616
|
)
|
|
15.11
|
|
|
|
|
|
||||
Outstanding - September 30, 2011
|
2,804,064
|
|
|
375,189
|
|
|
8,353,279
|
|
|
$
|
14.02
|
|
|
8.1
|
|
$
|
69,848
|
|
Vested and expected to vest - September 30, 2011
|
|
|
|
|
8,034,722
|
|
|
$
|
13.78
|
|
|
8.0
|
|
$
|
68,701
|
|
||
Exercisable - September 30, 2011
|
|
|
|
|
3,174,992
|
|
|
$
|
6.60
|
|
|
6.9
|
|
$
|
44,840
|
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||
Exercise Price
|
Number of Options
|
|
Weighted -Average
Remaining
Contractual Life
(Years)
|
|
Weighted -Average
Exercise Price
|
|
Number of Options
|
|
Weighted -Average
Exercise Price
|
||||||
$ 0.10 - $ 0.20
|
26,700
|
|
|
4.2
|
|
$
|
0.10
|
|
|
26,700
|
|
|
$
|
0.10
|
|
$ 0.28 - $ 0.28
|
886,746
|
|
|
5.3
|
|
$
|
0.28
|
|
|
854,258
|
|
|
$
|
0.28
|
|
$ 1.50 - $ 1.50
|
203,795
|
|
|
5.8
|
|
$
|
1.50
|
|
|
179,830
|
|
|
$
|
1.50
|
|
$ 3.93 - $ 3.93
|
1,323,066
|
|
|
6.4
|
|
$
|
3.93
|
|
|
899,583
|
|
|
$
|
3.93
|
|
$ 4.31 - $ 4.31
|
765,415
|
|
|
8.0
|
|
$
|
4.31
|
|
|
331,420
|
|
|
$
|
4.31
|
|
$ 9.32 - $ 9.32
|
954,022
|
|
|
8.3
|
|
$
|
9.32
|
|
|
264,241
|
|
|
$
|
9.32
|
|
$ 14.28 - $ 19.61
|
908,517
|
|
|
9.0
|
|
$
|
16.33
|
|
|
216,691
|
|
|
$
|
15.55
|
|
$ 20.41 - $ 24.20
|
974,488
|
|
|
8.9
|
|
$
|
22.23
|
|
|
233,056
|
|
|
$
|
21.53
|
|
$ 24.50 - $ 26.50
|
211,450
|
|
|
9.7
|
|
$
|
25.73
|
|
|
5,083
|
|
|
$
|
26.24
|
|
$ 26.84 - $ 30.17
|
2,099,080
|
|
|
9.5
|
|
$
|
27.26
|
|
|
164,130
|
|
|
$
|
27.40
|
|
$ 0.10 - $ 30.17
|
8,353,279
|
|
|
8.1
|
|
$
|
14.02
|
|
|
3,174,992
|
|
|
$
|
6.60
|
|
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
||||||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
||||||||
Research and development
|
$
|
1,711
|
|
|
$
|
461
|
|
|
$
|
4,697
|
|
|
$
|
1,337
|
|
Sales, general and administrative
|
5,162
|
|
|
2,144
|
|
|
14,139
|
|
|
5,571
|
|
||||
Total stock-based compensation expense
|
$
|
6,873
|
|
|
$
|
2,605
|
|
|
$
|
18,836
|
|
|
$
|
6,908
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
||||||||
Research and development
|
$
|
1,703
|
|
|
$
|
455
|
|
|
$
|
4,663
|
|
|
$
|
1,274
|
|
Sales, general and administrative
|
4,883
|
|
|
1,507
|
|
|
13,274
|
|
|
3,504
|
|
||||
Total stock-based compensation expense
|
$
|
6,586
|
|
|
$
|
1,962
|
|
|
$
|
17,937
|
|
|
$
|
4,778
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
Expected dividend yield
|
—%
|
|
—%
|
|
—%
|
|
—%
|
Risk-free interest rate
|
1.3%
|
|
1.55%
|
|
2.4%
|
|
2.5%
|
Expected term (in years)
|
5.1
|
|
6.0
|
|
5.8
|
|
6.0
|
Expected volatility
|
85%
|
|
98%
|
|
86%
|
|
98%
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
Expected dividend yield
|
—%
|
|
—%
|
|
—%
|
|
—%
|
Risk-free interest rate
|
1.5%
|
|
2.8%
|
|
2.3%
|
|
3.3%
|
Expected term (in years)
|
7.8
|
|
8.6
|
|
7.9
|
|
8.7
|
Expected volatility
|
85%
|
|
98%
|
|
86%
|
|
98%
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
||||||||
United States
|
$
|
35,441
|
|
|
$
|
24,225
|
|
|
$
|
100,799
|
|
|
$
|
50,582
|
|
Brazil
|
6
|
|
|
—
|
|
|
6
|
|
|
—
|
|
||||
Europe
|
829
|
|
|
—
|
|
|
4,647
|
|
|
—
|
|
||||
Total
|
$
|
36,276
|
|
|
$
|
24,225
|
|
|
$
|
105,452
|
|
|
$
|
50,582
|
|
|
September 30,
2011 |
|
December 31,
2010 |
||||
United States
|
$
|
82,245
|
|
|
$
|
43,147
|
|
Brazil
|
30,936
|
|
|
11,700
|
|
||
Europe
|
2,669
|
|
|
—
|
|
||
Total
|
$
|
115,850
|
|
|
$
|
54,847
|
|
|
Three Months Ended
September 30, |
|
Nine Months Ended
September 30, |
||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
Expected dividend yield
|
—%
|
|
—%
|
|
—%
|
|
—%
|
Risk-free interest rate
|
1.3%
|
|
1.55%
|
|
2.4%
|
|
2.5%
|
Expected term (in years)
|
5.1
|
|
6.0
|
|
5.8
|
|
6.0
|
Expected volatility
|
85%
|
|
98%
|
|
86%
|
|
98%
|
|
|||||||||||||||
|
Three Months Ended
September 30,
|
|
Nine Months Ended
September 30,
|
||||||||||||
|
2011
|
|
2010
|
|
2011
|
|
2010
|
||||||||
Consolidated Statement of Operations Data:
|
|
|
|
|
|
|
|
||||||||
Revenues
|
|
|
|
|
|
|
|
||||||||
Product sales
|
$
|
31,162
|
|
|
$
|
22,055
|
|
|
$
|
92,998
|
|
|
$
|
42,037
|
|
Grants and collaborations revenue
|
5,114
|
|
|
2,170
|
|
|
12,454
|
|
|
8,545
|
|
||||
Total revenues
|
36,276
|
|
|
24,225
|
|
|
105,452
|
|
|
50,582
|
|
||||
Cost and operating expenses
|
|
|
|
|
|
|
|
||||||||
Cost of product sales
|
35,729
|
|
|
22,900
|
|
|
99,247
|
|
|
43,032
|
|
||||
Research and development
(1)
|
23,441
|
|
|
14,701
|
|
|
66,622
|
|
|
38,293
|
|
||||
Sales, general and administrative
(1)
|
21,174
|
|
|
10,484
|
|
|
59,401
|
|
|
29,385
|
|
||||
Restructuring income
|
—
|
|
|
(2,061
|
)
|
|
—
|
|
|
(2,061
|
)
|
||||
Total cost and operating expenses
|
80,344
|
|
|
46,024
|
|
|
225,270
|
|
|
108,649
|
|
||||
Loss from operations
|
(44,068
|
)
|
|
(21,799
|
)
|
|
(119,818
|
)
|
|
(58,067
|
)
|
||||
Other income (expense):
|
|
|
|
|
|
|
|
||||||||
Interest income
|
609
|
|
|
702
|
|
|
1,250
|
|
|
1,264
|
|
||||
Interest expense
|
(291
|
)
|
|
(524
|
)
|
|
(1,172
|
)
|
|
(1,284
|
)
|
||||
Other income, net
|
310
|
|
|
1,013
|
|
|
160
|
|
|
953
|
|
||||
Total other income
|
628
|
|
|
1,191
|
|
|
238
|
|
|
933
|
|
||||
Loss before income taxes
|
$
|
(43,440
|
)
|
|
$
|
(20,608
|
)
|
|
$
|
(119,580
|
)
|
|
$
|
(57,134
|
)
|
Provision for income taxes
|
(474
|
)
|
|
—
|
|
|
(299
|
)
|
|
—
|
|
||||
Net Loss
|
$
|
(43,914
|
)
|
|
$
|
(20,608
|
)
|
|
$
|
(119,879
|
)
|
|
$
|
(57,134
|
)
|
Net loss attributable to noncontrolling interest
|
224
|
|
|
477
|
|
|
437
|
|
|
907
|
|
||||
Net loss attributable to Amyris, Inc.
|
$
|
(43,690
|
)
|
|
$
|
(20,131
|
)
|
|
$
|
(119,442
|
)
|
|
$
|
(56,227
|
)
|
Deemed dividend related to the beneficial conversion feature of Series D convertible preferred stock and conversion of Amyris Brasil S.A. shares held by third parties
|
—
|
|
|
(42,009
|
)
|
|
—
|
|
|
(42,009
|
)
|
||||
Net loss attributable to Amyris, Inc. common stockholders
|
$
|
(43,690
|
)
|
|
$
|
(62,140
|
)
|
|
$
|
(119,442
|
)
|
|
$
|
(98,236
|
)
|
Net loss per share attributable to common stockholders, basic and diluted
|
$
|
(0.97
|
)
|
|
$
|
(11.89
|
)
|
|
$
|
(2.68
|
)
|
|
$
|
(19.26
|
)
|
Weighted-average shares of common stock outstanding used in computing net loss per share of common stock, basic and diluted
|
45,031,613
|
|
|
5,227,689
|
|
|
44,507,686
|
|
|
5,099,635
|
|
|
Three Months Ended
September 30, |
|
Year-to-Year
|
|
Percentage
|
|||||||||
|
2011
|
|
2010
|
|
Change
|
|
Change
|
|||||||
|
(Dollars in thousands)
|
|
|
|||||||||||
Revenues
|
|
|
|
|
|
|
|
|||||||
Product sales
|
$
|
31,162
|
|
|
$
|
22,055
|
|
|
$
|
9,107
|
|
|
41
|
%
|
Grants and collaborations revenue
|
5,114
|
|
|
2,170
|
|
|
2,944
|
|
|
136
|
%
|
|||
Total revenues
|
$
|
36,276
|
|
|
$
|
24,225
|
|
|
$
|
12,051
|
|
|
50
|
%
|
|
Three Months Ended
September 30, |
|
Year-to-Year
|
|
Percentage
|
|||||||||
|
2011
|
|
2010
|
|
Change
|
|
Change
|
|||||||
|
(Dollars in thousands)
|
|
|
|||||||||||
Cost of product sales
|
$
|
35,729
|
|
|
$
|
22,900
|
|
|
$
|
12,829
|
|
|
56
|
%
|
Research and development
|
23,441
|
|
|
14,701
|
|
|
8,740
|
|
|
59
|
%
|
|||
Sales, general and administrative
|
21,174
|
|
|
10,484
|
|
|
10,690
|
|
|
102
|
%
|
|||
Restructuring income
|
—
|
|
|
(2,061
|
)
|
|
2,061
|
|
|
(100
|
)%
|
|||
Total cost and operating expenses
|
$
|
80,344
|
|
|
$
|
46,024
|
|
|
$
|
34,320
|
|
|
75
|
%
|
|
Three Months Ended
September 30, |
|
Year-to-Year
|
|
Percentage
|
|||||||||
|
2011
|
|
2010
|
|
Change
|
|
Change
|
|||||||
|
(Dollars in thousands)
|
|
|
|||||||||||
Other income (expense):
|
|
|
|
|
|
|
|
|||||||
Interest income
|
$
|
609
|
|
|
$
|
702
|
|
|
$
|
(93
|
)
|
|
(13
|
)%
|
Interest expense
|
(291
|
)
|
|
(524
|
)
|
|
233
|
|
|
(44
|
)%
|
|||
Other income, net
|
310
|
|
|
1,013
|
|
|
(703
|
)
|
|
(69
|
)%
|
|||
Total other income
|
$
|
628
|
|
|
$
|
1,191
|
|
|
$
|
(563
|
)
|
|
(47
|
)%
|
|
Nine Months Ended
September 30, |
|
Year-to-Year
|
|
Percentage
|
|||||||||
|
2011
|
|
2010
|
|
Change
|
|
Change
|
|||||||
|
(Dollars in thousands)
|
|
|
|||||||||||
Revenues
|
|
|
|
|
|
|
|
|||||||
Product sales
|
$
|
92,998
|
|
|
$
|
42,037
|
|
|
$
|
50,961
|
|
|
121
|
%
|
Grants and collaborations revenue
|
12,454
|
|
|
8,545
|
|
|
3,909
|
|
|
46
|
%
|
|||
Total revenues
|
$
|
105,452
|
|
|
$
|
50,582
|
|
|
$
|
54,870
|
|
|
108
|
%
|
|
Nine Months Ended
September 30, |
|
Year-to-Year
|
|
Percentage
|
|||||||||
|
2011
|
|
2010
|
|
Change
|
|
Change
|
|||||||
|
(Dollars in thousands)
|
|
|
|||||||||||
Cost of product sales
|
$
|
99,247
|
|
|
43,032
|
|
|
$
|
56,215
|
|
|
131
|
%
|
|
Research and development
|
66,622
|
|
|
38,293
|
|
|
28,329
|
|
|
74
|
%
|
|||
Sales, general and administrative
|
59,401
|
|
|
29,385
|
|
|
30,016
|
|
|
102
|
%
|
|||
Restructuring income
|
—
|
|
|
(2,061
|
)
|
|
2,061
|
|
|
(100
|
)%
|
|||
Total cost and operating expenses
|
$
|
225,270
|
|
|
$
|
108,649
|
|
|
$
|
116,621
|
|
|
107
|
%
|
|
Nine Months Ended
September 30, |
|
Year-to-Year
|
|
Percentage
|
|||||||||
|
2011
|
|
2010
|
|
Change
|
|
Change
|
|||||||
|
(Dollars in thousands)
|
|
|
|||||||||||
Other income (expense):
|
|
|
|
|
|
|
|
|||||||
Interest income
|
$
|
1,250
|
|
|
$
|
1,264
|
|
|
$
|
(14
|
)
|
|
(1
|
)%
|
Interest expense
|
(1,172
|
)
|
|
(1,284
|
)
|
|
112
|
|
|
(9
|
)%
|
|||
Other income, net
|
160
|
|
|
953
|
|
|
(793
|
)
|
|
(83
|
)%
|
|||
Total other income
|
$
|
238
|
|
|
$
|
933
|
|
|
$
|
(695
|
)
|
|
(74
|
)%
|
|
September 30,
|
|
December 31,
|
||||
|
2011
|
|
2010
|
||||
|
(Dollars in thousands)
|
||||||
Working capital
|
$
|
83,810
|
|
|
$
|
242,818
|
|
Cash and cash equivalents and short-term investments
|
$
|
123,794
|
|
|
$
|
257,933
|
|
|
|
|
|
||||
|
Nine Months Ended
September 30, |
||||||
|
2011
|
|
2010
|
||||
|
(Dollars in thousands)
|
||||||
Net cash used in operating activities
|
$
|
(65,768
|
)
|
|
$
|
(42,814
|
)
|
Net cash provided by (used in) investing activities
|
$
|
23,636
|
|
|
$
|
(126,897
|
)
|
Net cash provided by financing activities
|
$
|
6,041
|
|
|
$
|
256,928
|
|
•
|
We will share with FINEP the costs associated with the FINEP Project. At a minimum, we will contribute approximately R$14.5 million Brazilian reais (
$7.8 million
based on the exchange rate at
September 30, 2011
) of which R$11.1 million Brazilian reais should have been contributed prior to the release of the second disbursement;
|
•
|
After the release of the first disbursement, prior to any subsequent drawdown from the FINEP Credit Facility, we must provide bank letters of guarantee of up to R$3.3 million Brazilian reais in aggregate (approximately
$1.8 million
based on the exchange rate at
September 30, 2011
);
|
•
|
Amounts released from the FINEP Credit Facility must be completely used by us towards the FINEP Project within 30 months after the contract execution.
|
|
Total
|
|
2011
|
2012
|
2013
|
2014
|
2015
|
Thereafter
|
||||||||||||||
Principal payments on long-term debt
|
$
|
12,306
|
|
|
$
|
1,056
|
|
$
|
1,597
|
|
$
|
7,298
|
|
$
|
277
|
|
$
|
305
|
|
$
|
1,773
|
|
Interest payments on long-term debt, fixed rate
(1)
|
1,090
|
|
|
94
|
|
264
|
|
206
|
|
177
|
|
150
|
|
199
|
|
|||||||
Interest payments on long-term debt, variable rate
(2)
|
312
|
|
|
57
|
|
227
|
|
28
|
|
—
|
|
—
|
|
—
|
|
|||||||
Operating leases
|
46,684
|
|
|
1,662
|
|
6,741
|
|
6,536
|
|
6,614
|
|
6,792
|
|
18,339
|
|
|||||||
Principal payments on capital leases
|
3,836
|
|
|
745
|
|
2,707
|
|
384
|
|
—
|
|
—
|
|
—
|
|
|||||||
Interest payments on capital leases
|
314
|
|
|
104
|
|
203
|
|
7
|
|
—
|
|
—
|
|
—
|
|
|||||||
Terminal storage costs
|
900
|
|
|
358
|
|
542
|
|
—
|
|
—
|
|
—
|
|
—
|
|
|||||||
Purchase obligations
(3)
|
72,648
|
|
|
33,594
|
|
38,306
|
|
748
|
|
—
|
|
—
|
|
—
|
|
|||||||
Total
|
$
|
138,090
|
|
|
$
|
37,670
|
|
$
|
50,587
|
|
$
|
15,207
|
|
$
|
7,068
|
|
$
|
7,247
|
|
$
|
20,311
|
|
(1)
|
For fixed rate facilities, the interest rates are more fully described in Note 6 of our consolidated financial statements.
|
(2)
|
For variable rate facilities, amounts are based on weighted average interest rate which was
3.5%
as of
September 30, 2011
.
|
(3)
|
Purchase obligations include
$66.1 million
in non-cancelable contractual obligations and construction commitments.
|
•
|
delays or failures in securing licenses, permits or other governmental approvals necessary to build and operate facilities and use our yeast strains to produce products;
|
•
|
rapid consolidation in the sugar and ethanol industries in Brazil, which could result in a decrease in competition;
|
•
|
political, economic, diplomatic or social instability in or affecting Brazil;
|
•
|
changing interest rates;
|
•
|
tax burden and policies;
|
•
|
effects of changes in currency exchange rates;
|
•
|
exchange controls and restrictions on remittances abroad;
|
•
|
inflation;
|
•
|
land reform movements;
|
•
|
export or import restrictions that limit our ability to move our products out of Brazil or interfere with the import of essential materials into Brazil;
|
•
|
changes in or interpretations of foreign regulations that may adversely affect our ability to sell our products or repatriate profits to the U.S.;
|
•
|
tariffs, trade protection measures and other regulatory requirements;
|
•
|
|
•
|
successful compliance with U.S. and foreign laws that regulate the conduct of business abroad;
|
•
|
an inability, or reduced ability, to protect our intellectual property in Brazil including any effect of compulsory licensing imposed by government action; and
|
•
|
difficulties and costs of staffing and managing foreign operations.
|
•
|
product price;
|
•
|
product performance and other measures of quality;
|
•
|
infrastructure compatibility of products;
|
•
|
sustainability; and
|
•
|
dependability of supply.
|
•
|
delays or greater than anticipated expenses associated with the completion of new production facilities, and the time to complete scale-up of production following completion of a new production facility;
|
•
|
disruptions in the production process at any facility where we produce our products;
|
•
|
the timing, size and mix of sales to customers for our products;
|
•
|
increases in price or decreases in availability of our feedstocks;
|
•
|
the unavailability of contract manufacturing capacity altogether or at anticipated cost;
|
•
|
fluctuations in foreign currency exchange rates;
|
•
|
gains or losses associated with our hedging activities, especially in Amyris Fuels;
|
•
|
fluctuations in the price of and demand for sugar, ethanol, and petroleum-based and other products for which our products are alternatives;
|
•
|
seasonal production and sale of our products;
|
•
|
the effects of competitive pricing pressures, including decreases in average selling prices of our products;
|
•
|
unanticipated expenses associated with changes in governmental regulations and environmental, health and safety requirements;
|
•
|
reductions or changes to existing fuel and chemical regulations and policies;
|
•
|
departure of executives or other key management employees;
|
•
|
our ability to use our net operating loss carry forwards to offset future taxable income;
|
•
|
|
•
|
business interruptions such as earthquakes and other natural disasters;
|
•
|
our ability to integrate businesses that we may acquire;
|
•
|
risks associated with the international aspects of our business; and
|
•
|
changes in general economic, industry and market conditions, both domestically and in our foreign markets.
|
•
|
enhance our reporting systems and procedures;
|
•
|
recruit, train and retain highly skilled personnel;
|
•
|
develop and maintain our relationships with existing and potential business partners;
|
•
|
maintain our quality standards; and
|
•
|
maintain customer satisfaction.
|
•
|
we or our licensors were the first to make the inventions covered by each of our issued patents and pending patent applications;
|
•
|
we or our licensors were the first to file patent applications for these inventions;
|
•
|
others will independently develop similar or alternative technologies or duplicate any of our technologies;
|
•
|
any of our or our licensors' patents will be valid or enforceable;
|
•
|
any patents issued to us or our licensors will provide us with any competitive advantages, or will be challenged by third parties;
|
•
|
we will develop additional proprietary products or technologies that are patentable; or
|
•
|
the patents of others will have an adverse effect on our business.
|
•
|
infringement and other intellectual property claims, which could be costly and time consuming to litigate, whether or not the claims have merit, and which could delay getting our products to market and divert management attention from our business;
|
•
|
substantial damages for past infringement, which we may have to pay if a court determines that our product candidates or technologies infringe a competitor's patent or other proprietary rights;
|
•
|
a court prohibiting us from selling or licensing our technologies or future products unless the holder licenses the patent or other proprietary rights to us, which it is not required to do; and
|
•
|
if a license is available from a third party, we may have to pay substantial royalties or grant cross licenses to our patents or proprietary rights.
|
•
|
fluctuations in our financial results or outlook or those of companies perceived to be similar to us;
|
•
|
changes in estimates of our financial results or recommendations by securities analysts;
|
•
|
changes in market valuations of similar companies;
|
•
|
changes in the prices of commodities associated with our business such as sugar, ethanol and petroleum;
|
•
|
changes in our capital structure, such as future issuances of securities or the incurrence of debt;
|
•
|
announcements by us or our competitors of significant contracts, acquisitions or strategic alliances;
|
•
|
regulatory developments in the U.S., Brazil, and/or other foreign countries;
|
•
|
litigation involving us, our general industry or both;
|
•
|
additions or departures of key personnel;
|
•
|
investors' general perception of us; and
|
•
|
changes in general economic, industry and market conditions.
|
•
|
staggered board of directors;
|
•
|
authorizing the board to issue, without stockholder approval, preferred stock with rights senior to those of our common stock;
|
•
|
authorizing the board to amend our bylaws and to fill board vacancies until the next annual meeting of the stockholders;
|
•
|
prohibiting stockholder action by written consent;
|
•
|
limiting the liability of, and providing indemnification to, our directors and officers;
|
•
|
not authorizing our stockholders to call a special stockholder meeting;
|
•
|
eliminating the ability of our stockholders to call special meetings; and
|
•
|
requiring advance notification of stockholder nominations and proposals.
|
|
AMYRIS, INC.
|
|
|
|
|
Dated: November 9, 2011
|
By:
|
/
S
/ J
OHN
G. M
ELO
|
|
|
John G. Melo
President and Chief Executive Officer
(Principal Executive Officer)
|
|
|
|
Dated: November 9, 2011
|
By:
|
/
S
/ J
ERYL
H
ILLEMAN
|
|
|
Jeryl Hilleman
Chief Financial Officer
(Principal Financial and Accounting Officer)
|
Exhibit
Index
|
|
|
|
Previously Filed
|
|
Filed
Herewith
|
||||||
|
Description
|
|
Form
|
|
File No.
|
|
Filing Date
|
|
Exhibit
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
3.01
|
|
Restated Certificate of Incorporation
|
|
10-Q
|
|
001-34885
|
|
November 10, 2010
|
|
3.01
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.02
|
|
Restated Bylaws
|
|
10-Q
|
|
001-34885
|
|
November 10, 2010
|
|
3.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.01*
|
|
Letter Agreement dated August 2, 2011 between Amyris, Inc. and Jeryl Hilleman
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.02*
|
|
2005 Stock Option/Stock Issuance Plan, as amended July 19, 2011
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31.01
|
|
Certification of Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(c) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31.02
|
|
Certification of Chief Financial Officer pursuant to Securities Exchange Act Rules 13a-14(c) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32.01
†
|
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
32.02
†
|
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
101††
|
|
The following financial statements from Amyris Inc.'s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2011, formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets; (ii) the Condensed Consolidated Statements of Operations; (iii) the Condensed Consolidated Statement of Stockholders' Equity; (iv) the Condensed Consolidated Statements of Cash Flows; and (v) the Notes to Unaudited Condensed Consolidated Financial Statements, tagged as blocks of text.
|
|
|
|
|
|
|
|
|
|
X
|
|
|
*
|
Indicates management contract or compensatory plan or arrangement.
|
|
|
†
|
This certification shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or Exchange Act, or otherwise subject to the liability of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended or the Exchange Act of 1934.
|
|
|
††
|
Pursuant to applicable securities laws and regulations, the Company is deemed to have complied with the reporting obligation relating to the submission of interactive data files in such exhibits and is not subject to liability under any anti-fraud provisions of the federal securities laws as long as the Company has made a good faith attempt to comply with the submission requirements and promptly amends the interactive data files after becoming aware that the interactive data files fails to comply with the submission requirements. These interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act, are deemed not filed for purposes of section 18 of the Exchange Act and otherwise are not subject to liability under these sections.
|
By:
/s/ John G. Melo
|
John G. Melo Chief Executive Officer
|
I.
|
PURPOSE OF THE PLAN
|
II.
|
STRUCTURE OF THE PLAN
|
III.
|
ADMINISTRATION OF THE PLAN
|
IV.
|
ELIGIBILITY
|
V.
|
STOCK SUBJECT TO THE PLAN
|
I.
|
OPTION TERMS
|
II.
|
INCENTIVE OPTIONS
|
III.
|
CHANGE IN CONTROL
|
IV.
|
CANCELLATION AND REGRANT OF OPTIONS
|
I.
|
STOCK ISSUANCE TERMS
|
A.
|
Issue Price
.
|
B.
|
Vesting Provisions
.
|
II.
|
CHANGE IN CONTROL
|
III.
|
SHARE ESCROW/LEGENDS
|
I.
|
FINANCING
|
II.
|
EFFECTIVE DATE AND TERM OF PLAN
|
III.
|
AMENDMENT OF THE PLAN
|
IV.
|
USE OF PROCEEDS
|
V.
|
WITHHOLDING
|
VI.
|
REGULATORY APPROVALS
|
VII.
|
NO EMPLOYMENT OR SERVICE RIGHTS
|
VIII.
|
FINANCIAL REPORTS
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Amyris, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)), for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
[Intentionally omitted]
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
November 9, 2011
|
/s/ JOHN MELO
|
|
|
John Melo
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Amyris, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)), for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
[Intentionally omitted]
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date:
|
November 9, 2011
|
/s/ JERYL HILLEMAN
|
|
|
Jeryl Hilleman
|
|
|
Chief Financial Officer
|
Date:
|
November 9, 2011
|
/s/ JOHN MELO
|
|
|
John Melo
|
|
|
President and Chief Executive Officer
|
|
|
(Principal Executive Officer)
|
Date:
|
November 9, 2011
|
/s/ JERYL HILLEMAN
|
|
|
Jeryl Hilleman
|
|
|
Chief Financial Officer
|
|
|
(Principal Financial Officer)
|