x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
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
|
x
|
|
|
|
|
Non-accelerated filer
|
¨
|
Smaller reporting company
|
¨
|
Class
|
Outstanding at August 2, 2013
|
|
Common Stock, $0.0001 par value per share
|
76,191,175
|
shares
|
|
|
Page
|
|
PART I - FINANCIAL INFORMATION
|
|
|
|
|
Item 1.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
|
|
|
|
PART II - OTHER INFORMATION
|
|
|
|
|
Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
Item 5.
|
||
Item 6.
|
||
|
||
|
|
June 30,
|
|
December 31,
|
||||
|
2013
|
|
2012
|
||||
Assets
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
11,503
|
|
|
$
|
30,592
|
|
Short-term investments
|
1,412
|
|
|
97
|
|
||
Accounts receivable, net of allowance of $481 as of June 30, 2013 and December 31, 2012
|
7,268
|
|
|
3,846
|
|
||
Inventories, net
|
4,065
|
|
|
6,034
|
|
||
Prepaid expenses and other current assets
|
7,136
|
|
|
8,925
|
|
||
Total current assets
|
31,384
|
|
|
49,494
|
|
||
Property, plant and equipment, net
|
144,141
|
|
|
163,121
|
|
||
Restricted cash
|
956
|
|
|
955
|
|
||
Other assets
|
17,234
|
|
|
20,112
|
|
||
Goodwill and intangible assets
|
9,120
|
|
|
9,152
|
|
||
Total assets
|
$
|
202,835
|
|
|
$
|
242,834
|
|
Liabilities and Equity
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Accounts payable
|
$
|
8,889
|
|
|
$
|
15,392
|
|
Deferred revenue
|
7,637
|
|
|
1,333
|
|
||
Accrued and other current liabilities
|
22,745
|
|
|
24,410
|
|
||
Capital lease obligation, current portion
|
1,014
|
|
|
1,366
|
|
||
Debt, current portion
|
4,959
|
|
|
3,325
|
|
||
Total current liabilities
|
45,244
|
|
|
45,826
|
|
||
Capital lease obligation, net of current portion
|
728
|
|
|
1,244
|
|
||
Long-term debt, net of current portion
|
56,651
|
|
|
61,806
|
|
||
Related party debt
|
45,572
|
|
|
39,033
|
|
||
Deferred rent, net of current portion
|
9,976
|
|
|
8,508
|
|
||
Deferred revenue, net of current portion
|
6,500
|
|
|
4,255
|
|
||
Other liabilities
|
17,889
|
|
|
15,933
|
|
||
Total liabilities
|
182,560
|
|
|
176,605
|
|
||
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, 200,000,000 and 100,000,000 shares authorized as of June 30, 2013 and December 31, 2012, respectively; 76,177,691 and 68,709,660 shares issued and outstanding as of June 30, 2013 and December 31, 2012, respectively
|
8
|
|
|
7
|
|
||
Additional paid-in capital
|
695,538
|
|
|
666,233
|
|
||
Accumulated other comprehensive loss
|
(16,892
|
)
|
|
(12,807
|
)
|
||
Accumulated deficit
|
(657,817
|
)
|
|
(586,327
|
)
|
||
Total Amyris, Inc. stockholders’ equity
|
20,837
|
|
|
67,106
|
|
||
Noncontrolling interest
|
(562
|
)
|
|
(877
|
)
|
||
Total stockholders' equity
|
20,275
|
|
|
66,229
|
|
||
Total liabilities and stockholders' equity
|
$
|
202,835
|
|
|
$
|
242,834
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Revenues
|
|
|
|
|
|
|
|
||||||||
Product sales
|
$
|
4,185
|
|
|
$
|
15,580
|
|
|
$
|
7,168
|
|
|
$
|
41,887
|
|
Grants and collaborations revenue
|
6,664
|
|
|
3,683
|
|
|
11,550
|
|
|
6,845
|
|
||||
Total revenues
|
10,849
|
|
|
19,263
|
|
|
18,718
|
|
|
48,732
|
|
||||
Cost and operating expenses
|
|
|
|
|
|
|
|
||||||||
Cost of products sold
|
8,853
|
|
|
23,636
|
|
|
17,813
|
|
|
67,447
|
|
||||
Loss on purchase commitments and write off of production assets
|
8,423
|
|
|
—
|
|
|
8,423
|
|
|
36,652
|
|
||||
Research and development
|
13,992
|
|
|
18,500
|
|
|
29,746
|
|
|
39,844
|
|
||||
Sales, general and administrative
|
14,718
|
|
|
22,231
|
|
|
29,545
|
|
|
43,946
|
|
||||
Total cost and operating expenses
|
45,986
|
|
|
64,367
|
|
|
85,527
|
|
|
187,889
|
|
||||
Loss from operations
|
(35,137
|
)
|
|
(45,104
|
)
|
|
(66,809
|
)
|
|
(139,157
|
)
|
||||
Other income (expense):
|
|
|
|
|
|
|
|
||||||||
Interest income
|
57
|
|
|
503
|
|
|
93
|
|
|
1,109
|
|
||||
Interest expense
|
(1,558
|
)
|
|
(1,260
|
)
|
|
(3,120
|
)
|
|
(2,314
|
)
|
||||
Other expense, net
|
(2,030
|
)
|
|
(1,025
|
)
|
|
(911
|
)
|
|
(1,176
|
)
|
||||
Total other expense
|
(3,531
|
)
|
|
(1,782
|
)
|
|
(3,938
|
)
|
|
(2,381
|
)
|
||||
Loss before income taxes
|
(38,668
|
)
|
|
(46,886
|
)
|
|
(70,747
|
)
|
|
(141,538
|
)
|
||||
Provision for income taxes
|
(246
|
)
|
|
(249
|
)
|
|
(482
|
)
|
|
(493
|
)
|
||||
Net loss
|
$
|
(38,914
|
)
|
|
$
|
(47,135
|
)
|
|
(71,229
|
)
|
|
(142,031
|
)
|
||
Net (income) loss attributable to noncontrolling interest
|
38
|
|
|
329
|
|
|
(261
|
)
|
|
677
|
|
||||
Net loss attributable to Amyris, Inc. common stockholders
|
$
|
(38,876
|
)
|
|
$
|
(46,806
|
)
|
|
(71,490
|
)
|
|
(141,354
|
)
|
||
Net loss per share attributable to common stockholders, basic and diluted
|
$
|
(0.51
|
)
|
|
$
|
(0.81
|
)
|
|
(0.96
|
)
|
|
(2.63
|
)
|
||
Weighted-average shares of common stock outstanding used in computing net loss per share of common stock, basic and diluted
|
75,959,228
|
|
|
57,442,834
|
|
|
74,640,314
|
|
|
53,828,541
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Comprehensive loss:
|
|
|
|
|
|
|
|
||||||||
Net loss
|
$
|
(38,914
|
)
|
|
$
|
(47,135
|
)
|
|
$
|
(71,229
|
)
|
|
$
|
(142,031
|
)
|
Foreign currency translation adjustment, net of tax
|
(4,742
|
)
|
|
(7,407
|
)
|
|
(4,031
|
)
|
|
(5,936
|
)
|
||||
Total comprehensive loss
|
(43,656
|
)
|
|
(54,542
|
)
|
|
(75,260
|
)
|
|
(147,967
|
)
|
||||
Loss (income) attributable to noncontrolling interest
|
38
|
|
|
329
|
|
|
(261
|
)
|
|
677
|
|
||||
Foreign currency translation adjustment attributable to noncontrolling interest
|
(62
|
)
|
|
(81
|
)
|
|
(54
|
)
|
|
(168
|
)
|
||||
Comprehensive loss attributable to Amyris, Inc.
|
$
|
(43,680
|
)
|
|
$
|
(54,294
|
)
|
|
$
|
(75,575
|
)
|
|
$
|
(147,458
|
)
|
|
|
Common Stock
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
|
Shares
|
|
Amount
|
|
Additional Paid-in Capital
|
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Noncontrolling Interest
|
|
Total Equity
|
|||||||||||||
December 31, 2012
|
|
68,709,660
|
|
|
$
|
7
|
|
|
$
|
666,233
|
|
|
$
|
(586,327
|
)
|
|
$
|
(12,807
|
)
|
|
$
|
(877
|
)
|
|
$
|
66,229
|
|
Issuance of common stock upon exercise of stock options, net of restricted stock
|
|
475,907
|
|
|
—
|
|
|
736
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
736
|
|
||||||
Issuance of common stock in a private placement, net of issuance cost of $39
|
|
6,567,299
|
|
|
1
|
|
|
19,960
|
|
|
|
|
|
|
|
|
19,961
|
|
|||||||||
Shares issued from restricted stock unit settlement
|
|
424,825
|
|
|
—
|
|
|
(569
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(569
|
)
|
||||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
9,178
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,178
|
|
||||||
Foreign currency translation adjustment, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,085
|
)
|
|
54
|
|
|
(4,031
|
)
|
||||||
Net income (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(71,490
|
)
|
|
—
|
|
|
261
|
|
|
(71,229
|
)
|
||||||
June 30, 2013
|
|
76,177,691
|
|
|
$
|
8
|
|
|
$
|
695,538
|
|
|
$
|
(657,817
|
)
|
|
$
|
(16,892
|
)
|
|
$
|
(562
|
)
|
|
$
|
20,275
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30,
|
||||||
|
2013
|
|
2012
|
||||
Operating activities
|
|
|
|
||||
Net loss
|
$
|
(71,229
|
)
|
|
$
|
(142,031
|
)
|
Adjustments to reconcile net loss to net cash used in operating activities:
|
|
|
|
||||
Depreciation and amortization
|
8,491
|
|
|
7,507
|
|
||
Loss (gain) on disposal of property, plant and equipment
|
(38
|
)
|
|
181
|
|
||
Stock-based compensation
|
9,178
|
|
|
15,435
|
|
||
Amortization of debt discount
|
1,061
|
|
|
—
|
|
||
Provision for doubtful accounts
|
—
|
|
|
236
|
|
||
Loss on purchase commitments and write-off of production assets
|
8,423
|
|
|
36,652
|
|
||
Change in fair value of derivative instruments
|
(719
|
)
|
|
1,215
|
|
||
Other noncash expenses
|
213
|
|
|
185
|
|
||
Changes in assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
(3,467
|
)
|
|
3,221
|
|
||
Inventories, net
|
1,150
|
|
|
130
|
|
||
Prepaid expenses and other assets
|
1,098
|
|
|
(3,168
|
)
|
||
Accounts payable
|
(1,912
|
)
|
|
(9,074
|
)
|
||
Accrued and other long-term liabilities and restructuring
|
(5,619
|
)
|
|
(1,220
|
)
|
||
Deferred revenue
|
8,549
|
|
|
(271
|
)
|
||
Deferred rent
|
(447
|
)
|
|
(608
|
)
|
||
Net cash used in operating activities
|
(45,268
|
)
|
|
(91,610
|
)
|
||
Investing activities
|
|
|
|
||||
Purchase of short-term investments
|
(1,763
|
)
|
|
(8,239
|
)
|
||
Maturities of short-term investments
|
334
|
|
|
—
|
|
||
Sales of short-term investments
|
—
|
|
|
16,449
|
|
||
Change in restricted cash
|
(1
|
)
|
|
(953
|
)
|
||
Purchase of property, plant and equipment, net of disposals
|
(3,711
|
)
|
|
(43,277
|
)
|
||
Deposits on property, plant and equipment
|
—
|
|
|
(2,088
|
)
|
||
Net cash used in investing activities
|
(5,141
|
)
|
|
(38,108
|
)
|
||
Financing activities
|
|
|
|
||||
Proceeds from issuance of common stock, net of repurchases
|
167
|
|
|
487
|
|
||
Proceeds from issuance of common stock in private placements, net of issuance costs
|
19,980
|
|
|
62,582
|
|
||
Principal payments on capital leases
|
(867
|
)
|
|
(2,076
|
)
|
||
Proceeds from debt issued
|
2,645
|
|
|
50,656
|
|
||
Proceeds from debt issued to related party
|
10,000
|
|
|
—
|
|
||
Principal payments on debt
|
(1,902
|
)
|
|
(9,458
|
)
|
||
Net cash provided by financing activities
|
30,023
|
|
|
102,191
|
|
||
Effect of exchange rate changes on cash and cash equivalents
|
1,297
|
|
|
(1,112
|
)
|
||
Net decrease in cash and cash equivalents
|
(19,089
|
)
|
|
(28,639
|
)
|
||
Cash and cash equivalents at beginning of period
|
30,592
|
|
|
95,703
|
|
||
Cash and cash equivalents at end of period
|
$
|
11,503
|
|
|
$
|
67,064
|
|
|
Six Months Ended June 30,
|
||||||
|
2013
|
|
2012
|
||||
Supplemental disclosures of cash flow information:
|
|
|
|
||||
Cash paid for interest
|
$
|
1,004
|
|
|
$
|
1,760
|
|
Cash paid for income taxes, net of refunds
|
$
|
—
|
|
|
$
|
—
|
|
Supplemental disclosures of noncash investing and financing activities:
|
|
|
|
||||
Acquisitions of property, plant and equipment within accounts payable, accrued liabilities and notes payable
|
$
|
307
|
|
|
$
|
5,096
|
|
Financing of insurance premium under notes payable
|
$
|
147
|
|
|
$
|
—
|
|
Accrued offering cost of common stock in private placement
|
$
|
(19
|
)
|
|
$
|
92
|
|
Accrued issuance cost of convertible notes
|
$
|
—
|
|
|
$
|
40
|
|
Long-term deposits used for purchase of property, plant and equipment
|
$
|
—
|
|
|
$
|
11,052
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Balance as of
June 30, 2013
|
||||||||
Financial Assets
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
1,797
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,797
|
|
Certificates of deposit
|
1,412
|
|
|
—
|
|
|
—
|
|
|
1,412
|
|
||||
Total financial assets
|
$
|
3,209
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,209
|
|
Financial Liabilities
|
|
|
|
|
|
|
|
||||||||
Loans payable
(1)
|
$
|
—
|
|
|
$
|
19,841
|
|
|
$
|
—
|
|
|
$
|
19,841
|
|
Credit facilities
(1)
|
—
|
|
|
9,124
|
|
|
—
|
|
|
9,124
|
|
||||
Convertible notes
(1)
|
—
|
|
|
—
|
|
|
70,185
|
|
|
70,185
|
|
||||
Compound embedded derivative liability
|
—
|
|
|
—
|
|
|
10,012
|
|
|
10,012
|
|
||||
Currency interest rate swap derivative liability
|
—
|
|
|
2,937
|
|
|
—
|
|
|
2,937
|
|
||||
Total financial liabilities
|
$
|
—
|
|
|
$
|
31,902
|
|
|
$
|
80,197
|
|
|
$
|
112,099
|
|
|
Compound Embedded Derivative Liability
|
||
Balance at December 31, 2012
|
$
|
7,894
|
|
Transfers in to Level 3
|
4,521
|
|
|
Total (gain) losses included in other income (expense), net
|
(2,403
|
)
|
|
Balance at June 30, 2013
|
$
|
10,012
|
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Balance as of December 31, 2012
|
||||||||
Financial Assets
|
|
|
|
|
|
|
|
||||||||
Money market funds
|
$
|
15,847
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
15,847
|
|
Certificates of deposit
|
757
|
|
|
—
|
|
|
—
|
|
|
757
|
|
||||
Total financial assets
|
$
|
16,604
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
16,604
|
|
Financial Liabilities
|
|
|
|
|
|
|
|
||||||||
Notes payable
(1)
|
$
|
—
|
|
|
$
|
1,676
|
|
|
$
|
—
|
|
|
$
|
1,676
|
|
Loans payable
(1)
|
—
|
|
|
20,707
|
|
|
—
|
|
|
20,707
|
|
||||
Credit facilities
(1)
|
—
|
|
|
11,503
|
|
|
—
|
|
|
11,503
|
|
||||
Convertible notes
(1)
|
—
|
|
|
—
|
|
|
62,522
|
|
|
62,522
|
|
||||
Compound embedded derivative liability
|
—
|
|
|
—
|
|
|
7,894
|
|
|
7,894
|
|
||||
Currency interest rate swap derivative liability
|
—
|
|
|
1,367
|
|
|
—
|
|
|
1,367
|
|
||||
Total financial liabilities
|
$
|
—
|
|
|
$
|
35,253
|
|
|
$
|
70,416
|
|
|
$
|
105,669
|
|
|
|
Asset/Liability as of
|
||||||||||||
|
|
June 30, 2013
|
|
December 31, 2012
|
||||||||||
Type of Derivative Contract
|
|
Quantity of
Contracts
|
|
Fair Value
|
|
Quantity of
Contracts
|
|
Fair Value
|
||||||
Currency interest rate swap, included as net liability in other long term liability
|
|
1
|
|
|
$
|
2,937
|
|
|
1
|
|
|
$
|
1,367
|
|
Type of Derivative Contract
|
|
Income
Statement Classification
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||||||||
|
|
|
Gain (Loss) Recognized
|
|
Gain (Loss) Recognized
|
||||||||||||
Regulated fixed price futures contracts
|
|
Cost of products sold
|
$
|
—
|
|
|
$
|
462
|
|
|
$
|
—
|
|
|
$
|
(258
|
)
|
Currency interest rate swap
|
|
Other income (expense), net
|
$
|
(1,505
|
)
|
|
$
|
(1,215
|
)
|
|
$
|
(1,570
|
)
|
|
(1,215
|
)
|
|
June 30,
|
|
December 31,
|
||||
|
2013
|
|
2012
|
||||
Raw materials
|
$
|
1,143
|
|
|
$
|
1,574
|
|
Work-in-process
|
1,374
|
|
|
1,771
|
|
||
Finished goods
|
1,548
|
|
|
2,689
|
|
||
Inventories, net
|
$
|
4,065
|
|
|
$
|
6,034
|
|
|
|
|
June 30,
|
|
December 31,
|
||||
|
Useful Life
|
|
2013
|
|
2012
|
||||
Leasehold improvements
|
Lesser of remaining useful life or lease term
|
|
$
|
39,118
|
|
|
$
|
39,290
|
|
Machinery and equipment
|
7 - 15 Years
|
|
98,039
|
|
|
105,162
|
|
||
Computers and software
|
3 - 5 Years
|
|
8,442
|
|
|
8,232
|
|
||
Furniture and office equipment
|
5 years
|
|
2,458
|
|
|
2,467
|
|
||
Buildings
|
15 Years
|
|
6,789
|
|
|
5,888
|
|
||
Vehicles
|
5 years
|
|
499
|
|
|
575
|
|
||
Construction in progress
|
|
|
43,055
|
|
|
45,372
|
|
||
|
|
|
$
|
198,400
|
|
|
206,986
|
|
|
Less: accumulated depreciation and amortization
|
|
|
(54,259
|
)
|
|
(43,865
|
)
|
||
Property, plant and equipment, net
|
|
|
$
|
144,141
|
|
|
$
|
163,121
|
|
|
June 30,
|
|
December 31,
|
||||
|
2013
|
|
2012
|
||||
Professional services
|
$
|
2,903
|
|
|
$
|
824
|
|
Accrued vacation
|
2,481
|
|
|
2,673
|
|
||
Payroll and related expenses
|
4,006
|
|
|
5,809
|
|
||
Tax-related liabilities
|
707
|
|
|
851
|
|
||
Deferred rent, current portion
|
1,111
|
|
|
1,448
|
|
||
Accrued interest
|
1,302
|
|
|
965
|
|
||
Contractual obligations to contract manufacturers, current
|
9,275
|
|
|
9,952
|
|
||
Customer advances
|
372
|
|
|
970
|
|
||
Other
|
588
|
|
|
918
|
|
||
Total accrued and other current liabilities
|
$
|
22,745
|
|
|
$
|
24,410
|
|
|
June 30,
|
|
December 31,
|
||||
|
2013
|
|
2012
|
||||
Contractual obligations to contract manufacturers, non-current
|
$
|
2,000
|
|
|
$
|
4,000
|
|
Fair market value of swap obligations
|
2,937
|
|
|
1,367
|
|
||
Fair value of compound embedded derivative liability
(1)
|
10,012
|
|
|
7,894
|
|
||
Tax-related liabilities
(2)
|
1,932
|
|
|
1,609
|
|
||
Other
(2)
|
1,008
|
|
|
1,063
|
|
||
Total other liabilities
|
$
|
17,889
|
|
|
$
|
15,933
|
|
(1)
|
The compound embedded derivative liability represents the fair value of the equity conversion feature and a "make-whole" feature related to the outstanding senior unsecured convertible promissory notes issued to Total.
|
(2)
|
Certain reclassifications of prior period amounts have been made to conform to the current period presentation. Such reclassifications did not change previously reported consolidated financial statements.
|
Years ending December 31:
|
Capital
Leases |
|
Operating
Leases |
|
Total Lease Obligations
|
||||||
2013 (Six Months)
|
$
|
549
|
|
|
$
|
3,009
|
|
|
$
|
3,558
|
|
2014
|
1,007
|
|
|
6,108
|
|
|
7,115
|
|
|||
2015
|
289
|
|
|
6,663
|
|
|
6,952
|
|
|||
2016
|
—
|
|
|
6,685
|
|
|
6,685
|
|
|||
2017
|
—
|
|
|
6,586
|
|
|
6,586
|
|
|||
Thereafter
|
—
|
|
|
39,009
|
|
|
39,009
|
|
|||
Total future minimum lease payments
|
1,845
|
|
|
$
|
68,060
|
|
|
$
|
69,905
|
|
|
Less: amount representing interest
|
(103
|
)
|
|
|
|
|
|
||||
Present value of minimum lease payments
|
1,742
|
|
|
|
|
|
|||||
Less: current portion
|
(1,014
|
)
|
|
|
|
|
|
||||
Long-term portion
|
$
|
728
|
|
|
|
|
|
|
|||||||
|
June 30,
|
|
December 31,
|
||||
|
2013
|
|
2012
|
||||
Credit facilities
|
$
|
10,357
|
|
|
$
|
12,409
|
|
Notes payable
|
—
|
|
|
1,572
|
|
||
Convertible notes
|
25,000
|
|
|
25,000
|
|
||
Related party convertible notes
|
45,572
|
|
|
39,033
|
|
||
Loans payable
|
26,253
|
|
|
26,150
|
|
||
Total debt
|
107,182
|
|
|
104,164
|
|
||
Less: current portion
|
(4,959
|
)
|
|
(3,325
|
)
|
||
Long-term debt
|
$
|
102,223
|
|
|
$
|
100,839
|
|
•
|
The Company would share with FINEP the costs associated with the FINEP Project. At a minimum, the Company would contribute from its own funds approximately
R$14.5 million
(approximately
US$7.1 million
based on the exchange rate as of December 31, 2012) of which
R$11.1 million
was to be contributed prior to the release of the second disbursement. As of December 31, 2012, all four disbursements were completed and for its part, the Company has fulfilled all of its cost sharing obligations;
|
•
|
After the release of the first disbursement, prior to any subsequent drawdown from the FINEP Credit Facility, the Company was required to provide bank letters of guarantee of up to
R$3.3 million
in aggregate (approximately
US$1.5 million
based on the exchange rate as of
June 30, 2013
). On December 17, 2012 and prior to release of the second disbursement on December 26, 2012, the Company obtained the required bank letter of guarantees from Banco ABC Brasil, S.A.
|
•
|
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.
|
•
|
As part of an initial closing under the purchase agreement (which initial closing was completed in two installments), (i) on
July 30, 2012
, the Company sold a
1.5%
Senior Unsecured Convertible Note Due 2017 to Total in the face amount of
$38.3 million
, including
$15.0 million
in new funds and
$23.3 million
in previously-provided diesel research and development funding by Total, and (ii) on
September 14, 2012
, the Company sold another note (in the same form) for
$15.0 million
in new funds from Total.
|
•
|
The purchase agreement provides that additional notes may be sold in subsequent closings in
July 2013
(for cash proceeds to the Company of
$30.0 million
) and
July 2014
(for cash proceeds to the Company of
$21.7 million
, which would be settled in an initial installment of
$10.85 million
payable at such closing and a second installment of
$10.85 million
payable in
January 2015
).
|
•
|
Reduce the conversion price for the senior unsecured convertible promissory notes to be issued in connection with such funding from
$7.0682
per share to a price per share equal to the greater of (i) the consolidated closing bid price of the Company's common stock on the date of the letter agreement, plus
$0.01
, and (ii)
$3.08
per share, provided that the conversion price will not be reduced by more than the maximum possible amount permitted under the NASDAQ rules such that the new conversion price would require the Company to obtain stockholder consent; and
|
•
|
Grant Total a senior security interest in the Company's intellectual property, subject to certain exclusions and subject to release by Total when the Company and Total enter into final documentation regarding the establishment of the Fuels JV.
|
Years ending December 31:
|
Related Party Convertible Debt
|
|
Convertible Debt
|
|
Loans Payable
|
|
Credit Facility
|
||||||||
2013 (Six Months)
|
$
|
—
|
|
|
$
|
383
|
|
|
$
|
921
|
|
|
$
|
1,403
|
|
2014
|
—
|
|
|
760
|
|
|
5,287
|
|
|
2,698
|
|
||||
2015
|
—
|
|
|
765
|
|
|
4,069
|
|
|
2,559
|
|
||||
2016
|
—
|
|
|
761
|
|
|
3,912
|
|
|
2,419
|
|
||||
2017
|
62,187
|
|
|
25,125
|
|
|
3,750
|
|
|
2,279
|
|
||||
Thereafter
|
—
|
|
|
—
|
|
|
15,150
|
|
|
583
|
|
||||
Total future minimum payments
|
62,187
|
|
|
27,794
|
|
|
33,089
|
|
|
11,941
|
|
||||
Less: amount representing interest
|
(16,615
|
)
|
|
(2,794
|
)
|
|
(6,836
|
)
|
|
(1,584
|
)
|
||||
Present value of minimum debt payments
|
45,572
|
|
|
25,000
|
|
|
26,253
|
|
|
10,357
|
|
||||
Less: current portion
|
—
|
|
|
—
|
|
|
(2,783
|
)
|
|
(2,176
|
)
|
||||
Noncurrent portion of debt
|
$
|
45,572
|
|
|
$
|
25,000
|
|
|
$
|
23,470
|
|
|
$
|
8,181
|
|
|
June 30,
|
|
December 31,
|
||||
(In thousands)
|
2013
|
|
2012
|
||||
Assets
|
$
|
27,405
|
|
|
$
|
29,564
|
|
Liabilities
|
$
|
477
|
|
|
$
|
355
|
|
|
2013
|
|
2012
|
||||
Balance at January 1
|
$
|
(877
|
)
|
|
$
|
(240
|
)
|
Foreign currency translation adjustment
|
54
|
|
|
168
|
|
||
Gain (loss) attributable to noncontrolling interest
|
261
|
|
|
(677
|
)
|
||
Balance at June 30
|
$
|
(562
|
)
|
|
$
|
(749
|
)
|
|
|
|
June 30, 2013
|
|
December 31, 2012
|
||||||||||||||||
|
Useful Life in Years
|
|
Gross Carrying Amount
|
Accumulated Amortization
|
Net Carrying Value
|
|
Gross Carrying Amount
|
Accumulated Amortization
|
Net Carrying Value
|
||||||||||||
In-process research and development
|
Indefinite
|
|
$
|
8,560
|
|
$
|
—
|
|
$
|
8,560
|
|
|
$
|
8,560
|
|
$
|
—
|
|
$
|
8,560
|
|
Acquired licenses and permits
|
2
|
|
772
|
|
(772
|
)
|
—
|
|
|
772
|
|
(740
|
)
|
32
|
|
||||||
Goodwill
|
Indefinite
|
|
560
|
|
—
|
|
560
|
|
|
560
|
|
|
560
|
|
|||||||
|
|
|
$
|
9,892
|
|
$
|
(772
|
)
|
$
|
9,120
|
|
|
$
|
9,892
|
|
$
|
(740
|
)
|
$
|
9,152
|
|
|
|
December 31, 2012
|
|
|
|
|
|
|
|
June 30, 2013
|
||||||||||
|
|
Net Carrying Value
|
|
Additions
|
|
Adjustments
|
|
Amortization
|
|
Net Carrying Value
|
||||||||||
In-process research and development
|
|
$
|
8,560
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
8,560
|
|
Acquired licenses and permits
|
|
32
|
|
|
—
|
|
|
—
|
|
|
(32
|
)
|
|
—
|
|
|||||
Goodwill
|
|
560
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
560
|
|
|||||
|
|
$
|
9,152
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(32
|
)
|
|
$
|
9,120
|
|
|
|
|
Number
Outstanding
|
|
Weighted -
Average
Exercise
Price
|
|
Weighted -
Average
Remaining
Contractual
Life (Years)
|
|
Aggregate
Intrinsic
Value
|
|||||
|
|
|
|
|
|
|
|
|
(in thousands)
|
|||||
Outstanding - December 31, 2012
|
|
8,946,592
|
|
|
$
|
9.07
|
|
|
7.5
|
|
$
|
954
|
|
|
|
Options granted
|
|
1,616,105
|
|
|
$
|
2.87
|
|
|
|
|
|
||
|
Options exercised
|
|
(158,966
|
)
|
|
$
|
0.98
|
|
|
|
|
|
||
|
Options cancelled
|
|
(1,600,431
|
)
|
|
$
|
9.59
|
|
|
|
|
|
||
Outstanding - June 30, 2013
|
|
8,803,300
|
|
|
$
|
7.99
|
|
|
7.45
|
|
$
|
388
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Vested and expected to vest after June 30, 2013
|
|
8,162,316
|
|
|
$
|
8.19
|
|
|
7.31
|
|
$
|
364
|
|
|
Exercisable at June 30, 2013
|
|
4,121,741
|
|
|
$
|
9.98
|
|
|
5.81
|
|
$
|
228
|
|
|
|
RSUs
|
|
Weighted Average Grant-Date Fair Value
|
|
Weighted Average Remaining Contractual Life (Years)
|
||||
Outstanding - December 31, 2012
|
2,550,799
|
|
|
$
|
7.92
|
|
|
1.3
|
|
|
|
Awarded
|
1,016,000
|
|
|
$
|
2.85
|
|
|
—
|
|
|
Vested
|
(613,619
|
)
|
|
$
|
6.06
|
|
|
—
|
|
|
Forfeited
|
(182,664
|
)
|
|
$
|
4.23
|
|
|
—
|
|
Outstanding - June 30, 2013
|
2,770,516
|
|
|
$
|
4.20
|
|
|
1.26
|
|
|
Expected to vest after June 30, 2013
|
2,414,032
|
|
|
$
|
4.20
|
|
|
1.21
|
|
|
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—$2.76
|
1,053,612
|
|
|
8.52
|
|
$
|
2.54
|
|
|
250,328
|
|
|
$
|
1.98
|
|
$2.81—$2.83
|
26,800
|
|
|
9.80
|
|
$
|
2.83
|
|
|
—
|
|
|
$
|
—
|
|
$2.87—$2.87
|
962,000
|
|
|
9.93
|
|
$
|
2.87
|
|
|
—
|
|
|
$
|
—
|
|
$2.89—$3.05
|
921,948
|
|
|
9.51
|
|
$
|
2.99
|
|
|
153,339
|
|
|
$
|
3.04
|
|
$3.12—$3.83
|
237,025
|
|
|
8.30
|
|
$
|
3.29
|
|
|
40,388
|
|
|
$
|
3.21
|
|
$3.86—$3.86
|
1,157,506
|
|
|
8.12
|
|
$
|
3.86
|
|
|
391,969
|
|
|
$
|
3.86
|
|
$3.93—$3.93
|
893,923
|
|
|
4.20
|
|
$
|
3.93
|
|
|
893,923
|
|
|
$
|
3.93
|
|
$4.06—$9.32
|
1,145,195
|
|
|
5.94
|
|
$
|
6.08
|
|
|
840,954
|
|
|
$
|
6.22
|
|
$10.44—$16.00
|
1,086,335
|
|
|
6.32
|
|
$
|
15.29
|
|
|
673,675
|
|
|
$
|
15.38
|
|
$16.50—$30.17
|
1,318,956
|
|
|
6.98
|
|
$
|
22.51
|
|
|
877,165
|
|
|
$
|
22.15
|
|
$0.10—$30.17
|
8,803,300
|
|
|
7.45
|
|
$
|
7.99
|
|
|
4,121,741
|
|
|
$
|
9.98
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Research and development
|
$
|
1,049
|
|
|
$
|
1,558
|
|
|
$
|
2,296
|
|
|
$
|
3,071
|
|
Sales, general and administrative
|
3,936
|
|
|
7,356
|
|
|
6,882
|
|
|
12,364
|
|
||||
Total stock-based compensation expense
|
$
|
4,985
|
|
|
$
|
8,914
|
|
|
$
|
9,178
|
|
|
$
|
15,435
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||
Expected dividend yield
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Risk-free interest rate
|
1.2
|
%
|
|
1.1
|
%
|
|
1.2
|
%
|
|
1.1
|
%
|
Expected term (in years)
|
6.1
|
|
|
6.0
|
|
|
6.1
|
|
|
6.0
|
|
Expected volatility
|
82
|
%
|
|
76
|
%
|
|
82
|
%
|
|
76
|
%
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||
Expected dividend yield
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
Risk-free interest rate
|
1.7
|
%
|
|
1.4
|
%
|
|
1.5
|
%
|
|
1.6
|
%
|
Expected term (in years)
|
6.1
|
|
|
7.2
|
|
|
6.4
|
|
|
7.2
|
|
Expected volatility
|
82
|
%
|
|
76
|
%
|
|
83
|
%
|
|
76
|
%
|
•
|
Reduce the conversion price for the senior unsecured convertible promissory notes to be issued in connection with such funding from
$7.0682
per share to a price per share equal to the greater of (i) the consolidated closing bid price of the Company's common stock on the date of the letter agreement, plus
$0.01
, and (ii)
$3.08
per share, provided that the conversion price will not be reduced by more than the maximum possible amount permitted under the NASDAQ rules such that the new conversion price would require the Company to obtain stockholder consent; and
|
•
|
Grant Total a senior security interest in the Company's intellectual property, subject to certain exclusions and subject to release by Total when the Company and Total enter into final documentation regarding the establishment of the Fuels JV.
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
United States
|
$
|
4,458
|
|
|
$
|
16,596
|
|
|
$
|
10,022
|
|
|
$
|
42,902
|
|
Brazil
|
1,259
|
|
|
813
|
|
|
2,077
|
|
|
1,688
|
|
||||
Europe
|
4,005
|
|
|
1,395
|
|
|
4,230
|
|
|
3,333
|
|
||||
Asia
|
1,127
|
|
|
459
|
|
|
2,389
|
|
|
809
|
|
||||
Total
|
$
|
10,849
|
|
|
$
|
19,263
|
|
|
$
|
18,718
|
|
|
$
|
48,732
|
|
|
June 30,
|
|
December 31,
|
||||
|
2013
|
|
2012
|
||||
United States
|
$
|
58,562
|
|
|
$
|
70,273
|
|
Brazil
|
83,794
|
|
|
90,982
|
|
||
Europe
|
1,785
|
|
|
1,866
|
|
||
Total
|
$
|
144,141
|
|
|
$
|
163,121
|
|
|
June 30, 2013
|
|
December 31, 2012
|
||||
Foreign currency translation adjustment, net of tax
|
$
|
(16,892
|
)
|
|
$
|
(12,807
|
)
|
Total accumulated other comprehensive loss
|
$
|
(16,892
|
)
|
|
$
|
(12,807
|
)
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net loss attributable to Amyris, Inc. common stockholders
|
$
|
(38,876
|
)
|
|
$
|
(46,806
|
)
|
|
$
|
(71,490
|
)
|
|
$
|
(141,354
|
)
|
Denominator:
|
|
|
|
|
|
|
|
||||||||
Weighted-average shares of common stock outstanding used in computing net loss per share of common stock, basic and diluted
|
75,959,228
|
|
|
57,442,834
|
|
|
74,640,314
|
|
|
53,828,541
|
|
||||
Net loss per share attributable to common stockholders, basic and diluted
|
$
|
(0.51
|
)
|
|
$
|
(0.81
|
)
|
|
$
|
(0.96
|
)
|
|
$
|
(2.63
|
)
|
|
Three and Six Months Ended June 30,
|
||||
|
2013
|
|
2012
|
||
Period-end stock options to purchase common stock
|
8,803,300
|
|
|
9,190,218
|
|
Convertible promissory notes
|
13,617,144
|
|
|
3,536,968
|
|
Period-end common stock subject to repurchase
|
1
|
|
|
793
|
|
Period-end common stock warrants
|
21,087
|
|
|
23,339
|
|
Period-end restricted stock units
|
2,770,516
|
|
|
1,657,231
|
|
Total
|
25,212,048
|
|
|
14,408,549
|
|
•
|
Reduce the conversion price for the senior unsecured convertible promissory notes to be issued in connection with such funding from
$7.0682
per share to a price per share equal to the greater of (i) the consolidated closing bid price of our common stock on the date of the letter agreement, plus $0.01, and (ii) $3.08 per share; and
|
•
|
Grant Total a senior security interest in our intellectual property, subject to certain exclusions and subject to release by Total when we and Total enter into final documentation regarding the establishment of the Fuels JV.
|
|
|
Three Months Ended June 30,
|
|
Year-to Year
Change
|
|
Percentage
Change
|
|||||||||
|
|
2013
|
|
2012
|
|
||||||||||
|
|
(Dollars in thousands)
|
|
|
|||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|||||||
Ethanol and ethanol-blended gasoline
|
|
$
|
—
|
|
|
$
|
13,309
|
|
|
$
|
(13,309
|
)
|
|
(100
|
)%
|
Renewable products
|
|
4,185
|
|
|
2,271
|
|
|
1,914
|
|
|
84
|
%
|
|||
Collaborations revenue
|
|
3,090
|
|
|
1,770
|
|
|
1,320
|
|
|
75
|
%
|
|||
Grants
|
|
3,574
|
|
|
1,913
|
|
|
1,661
|
|
|
87
|
%
|
|||
Total revenues
|
|
$
|
10,849
|
|
|
$
|
19,263
|
|
|
$
|
(8,414
|
)
|
|
(44
|
)%
|
|
|
Six Months Ended June 30,
|
|
Year-to Year
Change
|
|
Percentage
Change
|
|||||||||
|
|
2013
|
|
2012
|
|
||||||||||
|
|
(Dollars in thousands)
|
|
|
|||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|||||||
Ethanol and ethanol-blended gasoline
|
|
$
|
—
|
|
|
$
|
37,178
|
|
|
$
|
(37,178
|
)
|
|
(100
|
)%
|
Renewable products
|
|
7,168
|
|
|
4,709
|
|
|
2,459
|
|
|
52
|
%
|
|||
Collaborations revenue
|
|
6,144
|
|
|
2,661
|
|
|
3,483
|
|
|
131
|
%
|
|||
Grants
|
|
5,406
|
|
|
4,184
|
|
|
1,222
|
|
|
29
|
%
|
|||
Total revenues
|
|
$
|
18,718
|
|
|
$
|
48,732
|
|
|
$
|
(30,014
|
)
|
|
(62
|
)%
|
|
|
Three Months Ended June 30,
|
|
Year-to-Year
Change
|
|
Percentage
Change
|
|||||||||
|
|
2013
|
|
2012
|
|
||||||||||
|
|
(Dollars in thousands)
|
|
|
|||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|||||||
Ethanol and ethanol-blended gasoline
|
|
$
|
—
|
|
|
$
|
13,309
|
|
|
$
|
(13,309
|
)
|
|
(100
|
)%
|
Renewable products
|
|
4,185
|
|
|
2,271
|
|
|
1,914
|
|
|
84
|
%
|
|||
Product sales
|
|
4,185
|
|
|
15,580
|
|
|
(11,395
|
)
|
|
(73
|
)%
|
|||
Grants and collaborations revenue
|
|
6,664
|
|
|
3,683
|
|
|
2,981
|
|
|
81
|
%
|
|||
Total revenues
|
|
$
|
10,849
|
|
|
$
|
19,263
|
|
|
$
|
(8,414
|
)
|
|
(44
|
)%
|
|
|
Three Months Ended June 30,
|
|
Year-to-Year
Change
|
|
Percentage
Change
|
|||||||||
|
|
2013
|
|
2012
|
|
||||||||||
|
|
(Dollars in thousands)
|
|
|
|||||||||||
Cost of products sold
|
|
$
|
8,853
|
|
|
$
|
23,636
|
|
|
$
|
(14,783
|
)
|
|
(63
|
)%
|
Loss on purchase commitments and write-off of production assets
|
|
8,423
|
|
|
—
|
|
|
8,423
|
|
|
nm
|
|
|||
Research and development
|
|
13,992
|
|
|
18,500
|
|
|
(4,508
|
)
|
|
(24
|
)%
|
|||
Sales, general and administrative
|
|
14,718
|
|
|
22,231
|
|
|
(7,513
|
)
|
|
(34
|
)%
|
|||
Total cost and operating expenses
|
|
$
|
45,986
|
|
|
$
|
64,367
|
|
|
$
|
(18,381
|
)
|
|
(29
|
)%
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30,
|
|
Year-to-Year
Change
|
|
Percentage
Change
|
|||||||||
|
|
2013
|
|
2012
|
|
||||||||||
|
|
(Dollars in thousands)
|
|
|
|||||||||||
Other income (expense):
|
|
|
|
|
|
|
|
|
|||||||
Interest income
|
|
$
|
57
|
|
|
$
|
503
|
|
|
$
|
(446
|
)
|
|
(89
|
)%
|
Interest expense
|
|
(1,558
|
)
|
|
(1,260
|
)
|
|
(298
|
)
|
|
24
|
%
|
|||
Other expense, net
|
|
(2,030
|
)
|
|
(1,025
|
)
|
|
(1,005
|
)
|
|
98
|
%
|
|||
Total other expense
|
|
$
|
(3,531
|
)
|
|
$
|
(1,782
|
)
|
|
$
|
(1,749
|
)
|
|
98
|
%
|
|
|
Six Months Ended June 30,
|
|
Year-to-Year
Change
|
|
Percentage
Change
|
|||||||||
|
|
2013
|
|
2012
|
|
||||||||||
|
|
(Dollars in thousands)
|
|
|
|||||||||||
Revenues
|
|
|
|
|
|
|
|
|
|||||||
Ethanol and ethanol-blended gasoline
|
|
$
|
—
|
|
|
$
|
37,178
|
|
|
$
|
(37,178
|
)
|
|
(100.0
|
)%
|
Renewable products
|
|
7,168
|
|
|
4,709
|
|
|
2,459
|
|
|
52.2
|
%
|
|||
Product sales
|
|
$
|
7,168
|
|
|
$
|
41,887
|
|
|
$
|
(34,719
|
)
|
|
(83
|
)%
|
Grants and collaborations revenue
|
|
11,550
|
|
|
6,845
|
|
|
4,705
|
|
|
69
|
%
|
|||
Total revenues
|
|
$
|
18,718
|
|
|
$
|
48,732
|
|
|
$
|
(30,014
|
)
|
|
(62
|
)%
|
|
|
Six Months Ended June 30,
|
|
Year-to-Year
Change
|
|
Percentage
Change
|
|||||||||
|
|
2013
|
|
2012
|
|
||||||||||
|
|
(Dollars in thousands)
|
|
|
|||||||||||
Cost of products sold
|
|
$
|
17,813
|
|
|
$
|
67,447
|
|
|
$
|
(49,634
|
)
|
|
(74
|
)%
|
Loss on purchase commitments and write off of production assets
|
|
8,423
|
|
|
36,652
|
|
|
(28,229
|
)
|
|
(77
|
)%
|
|||
Research and development
|
|
29,746
|
|
|
39,844
|
|
|
(10,098
|
)
|
|
(25
|
)%
|
|||
Sales, general and administrative
|
|
29,545
|
|
|
43,946
|
|
|
(14,401
|
)
|
|
(33
|
)%
|
|||
Total costs and operating expenses
|
|
$
|
85,527
|
|
|
$
|
187,889
|
|
|
$
|
(102,362
|
)
|
|
(54
|
)%
|
|
|
Six Months Ended June 30,
|
|
Year-to-Year
Change
|
|
Percentage
Change
|
|||||||||
|
|
2013
|
|
2012
|
|
||||||||||
|
|
(Dollars in thousands)
|
|
|
|||||||||||
Other income (expense):
|
|
|
|
|
|
|
|
|
|||||||
Interest income
|
|
$
|
93
|
|
|
$
|
1,109
|
|
|
$
|
(1,016
|
)
|
|
(92
|
)%
|
Interest expense
|
|
(3,120
|
)
|
|
(2,314
|
)
|
|
(806
|
)
|
|
35
|
%
|
|||
Other expense, net
|
|
(911
|
)
|
|
(1,176
|
)
|
|
265
|
|
|
(23
|
)%
|
|||
Total other expense
|
|
$
|
(3,938
|
)
|
|
$
|
(2,381
|
)
|
|
$
|
(1,557
|
)
|
|
65
|
%
|
|
|
June 30, 2013
|
|
December 31, 2012
|
||||
|
|
(Dollars in thousands)
|
||||||
Working capital (deficit)
|
|
$
|
(13,860
|
)
|
|
$
|
3,668
|
|
Cash and cash equivalents and short-term investments
|
|
$
|
12,915
|
|
|
$
|
30,689
|
|
Debt and capital lease obligations
|
|
$
|
108,924
|
|
|
$
|
106,774
|
|
Accumulated deficit
|
|
$
|
(657,817
|
)
|
|
$
|
(586,327
|
)
|
|
Six Months Ended June 30,
|
||||||
|
2013
|
|
2012
|
||||
|
(Dollars in thousands)
|
||||||
Net cash used in operating activities
|
$
|
(45,268
|
)
|
|
$
|
(91,610
|
)
|
Net cash used in investing activities
|
(5,141
|
)
|
|
(38,108
|
)
|
||
Net cash provided by financing activities
|
30,023
|
|
|
102,191
|
|
•
|
We are required to share with FINEP the costs associated with the FINEP Project. At a minimum, we are required to contribute approximately
R$14.5 million
(approximately
US$7.1 million
based on the exchange rate as of December 31, 2012) of which
R$11.1 million
was contributed prior to the release of the second disbursement. As of December 31, 2012, we have fulfilled all of our cost sharing obligations;
|
•
|
After the release of the first disbursement, prior to any subsequent drawdown from the FINEP Credit Facility, we were required to provide bank letters of guarantee of up to
R$3.3 million
in aggregate (approximately
US$1.5 million
based on the exchange rate as of
June 30, 2013
) before receiving the second installment in December 2012. We obtained the bank letters of guarantee from Banco ABC Brasil, S.A.;
|
•
|
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
|
|
2013
(Six Months)
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
Thereafter
|
||||||||||||||
Principal payments on long-term debt
|
|
$
|
119,910
|
|
|
$
|
1,307
|
|
|
$
|
5,962
|
|
|
$
|
5,110
|
|
|
$
|
5,110
|
|
|
$
|
88,410
|
|
|
$
|
14,011
|
|
Interest payments on long-term debt, fixed rate
(1)
|
|
15,101
|
|
|
1,400
|
|
|
2,783
|
|
|
2,283
|
|
|
1,982
|
|
|
4,931
|
|
|
1,722
|
|
|||||||
Operating leases
|
|
68,060
|
|
|
3,009
|
|
|
6,108
|
|
|
6,663
|
|
|
6,685
|
|
|
6,586
|
|
|
39,009
|
|
|||||||
Principal payments on capital leases
|
|
1,742
|
|
|
499
|
|
|
956
|
|
|
287
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Interest payments on capital leases
|
|
103
|
|
|
50
|
|
|
51
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Terminal storage costs
|
|
210
|
|
|
100
|
|
|
76
|
|
|
34
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Purchase obligations
(2)
|
|
11,591
|
|
|
2,262
|
|
|
8,020
|
|
|
502
|
|
|
502
|
|
|
261
|
|
|
44
|
|
|||||||
Total
|
|
$
|
216,717
|
|
|
$
|
8,627
|
|
|
$
|
23,956
|
|
|
$
|
14,881
|
|
|
$
|
14,279
|
|
|
$
|
100,188
|
|
|
$
|
54,786
|
|
(1)
|
The fixed interest rates are more fully described in Note 6 of our consolidated financial statements.
|
(2)
|
Purchase obligations include non-cancelable contractual obligations and construction commitments of
$10.9 million
, of which
$4.0 million
have been accrued as loss on purchase commitments.
|
•
|
product price;
|
•
|
product performance and other measures of quality;
|
•
|
infrastructure compatibility of products;
|
•
|
sustainability; and
|
•
|
dependability of supply.
|
•
|
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.
|
•
|
achievement, or failure, with respect to technology, product development or manufacturing milestones needed to allow us to enter identified markets on a cost effective basis;
|
•
|
delays or greater than anticipated expenses associated with the completion or commissioning of new production facilities, or the time to ramp up and stabilize production following completion of a new production facility;
|
•
|
impairment of assets based on shifting business priorities and working capital limitations;
|
•
|
disruptions in the production process at any manufacturing facility;
|
•
|
losses associated with producing our products as we ramp to commercial production levels;
|
•
|
failure to recover value added tax (VAT) that we currently reflect as recoverable in our financial statements (e.g., due to failure to meet conditions for reimbursement of VAT under local law);
|
•
|
the timing, size and mix of sales to customers for our products;
|
•
|
increases in price or decreases in availability of feedstock;
|
•
|
the unavailability of contract manufacturing capacity altogether or at reasonable cost;
|
•
|
exit costs associated with terminating contract manufacturing relationships;
|
•
|
fluctuations in foreign currency exchange rates;
|
•
|
gains or losses associated with our hedging activities;
|
•
|
fluctuations in the price of and demand for sugar, ethanol, and petroleum-based and other products for which our products are alternatives;
|
•
|
seasonal variability in production and sales of our products;
|
•
|
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 resulting in transition and severance costs;
|
•
|
our ability to use our net operating loss carryforwards 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.
|
•
|
manage multiple research and development programs;
|
•
|
operate multiple manufacturing facilities around the world;
|
•
|
develop and improve our operational, financial and management controls;
|
•
|
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 third party'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, such third party may require us 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.
|
•
|
our executive officers and directors and their affiliates (including Total) together held approximately 37.4% of our outstanding common stock;
|
•
|
Total held approximately 17.9% of our outstanding common stock; and
|
•
|
our next two largest holders of outstanding common stock after Total (Maxwell Mauritius Pte. Ltd. and Biolding Investment SA, each of whom has a designee on our Board of Directors) together held approximately 23.4% of our outstanding common stock.
|
•
|
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;
|
•
|
eliminating the ability of our stockholders to call special meetings; and
|
•
|
requiring advance notification of stockholder nominations and proposals.
|
|
|
AMYRIS, INC.
|
|
|
|
|
|
Dated:
|
August 9, 2013
|
By:
|
/S/ JOHN G. MELO
|
|
|
|
JOHN G. MELO
President and Chief Executive Officer
(Principal Executive Officer)
|
|
|
|
|
Dated:
|
August 9, 2013
|
By:
|
/
S
/ STEVEN R. MILLS
|
|
|
|
STEVEN R. MILLS
Chief Financial Officer
(Principal Financial 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
|
|
Certificate of Amendment to Restated Certificate of Incorporation
|
|
S-8
|
|
333-188711
|
|
May 20, 2013
|
|
4.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3.03
|
|
Restated Bylaws
|
|
10-Q
|
|
001-34885
|
|
November 10, 2010
|
|
3.02
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.01
|
|
1.5% Senior Unsecured Convertible Note, dated June 6, 2013, issued by registrant to Total Energies Nouvelles Activités USA (f.k.a. Total Gas & Power USA, SAS)
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.01
|
|
Form of Indemnity Agreement between registrant and its directors and officers
|
|
|
|
333-166135
|
|
June 23, 2010
|
|
10.01
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.02
|
|
Sixth Amendment, dated April 30, 2013, to Lease between registrant and ES East, LLC (as successor-in-interest to ES East Associates, LLC)
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.03
|
|
Third Amendment, dated May 1, 2013, to Lease between registrant and Emery Station Triangle, LLC
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.04
a
|
|
Settlement Agreement, Termination Agreement and Mutual Release, dated June 25, 2013, between registrant and Tate & Lyle Ingredients Americas LLC
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.05
b
|
|
Compensation arrangements between registrant and its executive officers
|
|
|
|
|
|
|
|
|
|
e
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10.06
b
|
|
Compensation arrangements between registrant and its non-employee directors
|
|
|
|
|
|
|
|
|
|
f
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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
b
|
|
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
c
|
|
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
d
|
|
The following materials from registrant's Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2013, formatted in XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Statements of Operations; (ii) the Condensed Consolidated Balance Sheets; (iii) the Condensed Consolidated Statements of Comprehensive Loss; (iv) the Condensed Consolidated Statements of Stockholders' Equity; (v) the Condensed Consolidated Statements of Cash Flows; and (vi) Notes to Unaudited Condensed Consolidated Financial Statements
|
|
|
|
|
|
|
|
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
|
|
a.
|
Portions of this exhibit have been omitted pending a determination by the Securities and Exchange Commission as to whether these portions should be granted confidential treatment.
|
b.
|
Indicates management contract or compensatory plan or arrangement.
|
c.
|
This certification shall not be deemed “filed” for purposes of Section 18 of the 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.
|
d.
|
Pursuant to applicable securities laws and regulations, registrant 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 registrant 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.
|
e.
|
Descriptions contained under the heading "Executive Compensation" in registrant's definitive proxy materials filed with the Securities and Exchange Commission on April 16, 2013 is incorporated herein by reference.
|
f.
|
Description contained under the heading "Director Compensation" in registrant's definitive proxy materials filed with the Securities and Exchange Commission on April 16, 2013 is incorporated herein by reference.
|
Face Amount converted:
|
|
$
|
|
|
|
|
|
Conversion Price
|
|
$
|
|
|
|
|
|
Number of shares of Common Stock =
|
Total dollar amount converted
=
|
$
|
|
|
Conversion Price
|
|
|
Number of shares of Common Stock =
|
|
|
|
|
|
|
|
Please issue and deliver ___ certificate(s) for shares of Common Stock in the following amount(s):
|
|||
|
|||
|
|||
|
|||
|
|||
Please issue and deliver ___ new Note(s) in the following amounts:
|
|||
|
|||
|
|||
|
Note Number
|
Date of Note
|
Amount
|
Conversion Price
|
Comments
|
R-1
|
July 30, 2012
|
$38,300,000
|
$7.0682
|
Note No. R-1 was cancelled pursuant to Securities Purchase Agreement dated December 24, 2012 (Exhibit 4.16 Annual Report on Form 10-K for fiscal 2012 as filed on March 2013). The new issued Note is No. R-3.
|
R-2
|
September 14, 2012
|
$15,000,000
|
$7.0682
|
|
R-3
|
December 24, 2012
|
$33,300,001.04
|
$7.0682
|
|
R-4
|
June 6, 2013
|
$10,000,000
|
$3.08
|
|
PERIOD
|
MONTHLY BASE RENT
|
6/1/2013 - 5/31/2014
|
$438,979.07
|
6/1/2014 - 5/31/2015
|
$438,979.07
|
6/1/2015 - 5/31/2016
|
$454,669.84
|
6/1/2016 - 5/31/2017
|
$470,543.60
|
6/1/2017 - 5/31/2018
|
$486,417.36
|
6/1/2018 - 5/31/2019
|
$503,424.96
|
6/1/2019 - 5/31/2020
|
$521,566.40
|
6/1/2020 - 5/31/2021
|
$539,707.84
|
6/1/2021 - 5/31/2022
|
$557,849.28
|
6/1/2022 - 5/31/2023
|
$566,920.00
|
PERIOD
|
MONTHLY BASE RENT
|
5/1/2013 - 4/30/2014
|
$32,310.85
|
5/1/2014 - 4/30/2015
|
$33,797.62
|
5/1/2015 - 4/30/2016
|
$35,289.06
|
5/1/2016 - 4/30/2017
|
$36,785.31
|
5/1/2017 - 4/30/2018
|
$38,286.51
|
5/1/2018 - 4/30/2019
|
$39,792.83
|
5/1/2019 - 4/30/2020
|
$41,304.40
|
5/1/2020 - 4/30/2021
|
$42,821.38
|
5/1/2021 - 4/30/2022
|
$44,343.95
|
5/1/2022 - 4/30/2023
|
$45,872.26
|
Exhibit A
Transferred Equipment
F-2J10-SCRUBBER FAN
|
K-2J10-SCRUBBER 7'0" Ø
|
P-2J01-VENT KNOCKOUT TANK PUMP
|
P-2J10-SCRUBBER RECIRCULATION PUMP
|
T-2J01-KNOCKOUT POT (MODIFY EXISTING)
|
F-2J20-RTO FD FAN
|
F-2J21-RTO COMBUSTION AIR FAN
|
N-2J20-RTO
|
N-2J22-RTO EXHAUST STACK
|
H-2F14-CHILLER #4 1,000 TON
|
T-2A68-ANTI-FOAM TANK #2
|
T-2A50-KH2PO4 TANK
|
T-2A51-(NH4)2 SO4 TANK
|
T-2A52-MgSO4 TANK
|
T-2A60-SEED VITAMIN & TRACE METALS TK
|
T-2A62-MAIN VITAMIN TANK
|
T-2A65-ANTI-FOAM TANK
|
•
|
K-2G10-L/S CENTRIFUGE
|
•
|
K-2G20-L/L CENTRIFUGE
|
•
|
K-2G30-POLISHING CENTRIFUGE
|
•
|
Gas Chromatograph and software
|
•
|
the BlueSense off-gas analyzer
|
Material
|
Material Description
|
From Date
|
To Date
|
Closing Stock
|
BUn
|
Closing Value
|
|||
|
|
|
|
|
|
|
|||
1000142
|
Iron sulfate Heptahydrate
|
5/1/2013
|
5/31/2013
|
90.71
|
|
KG
|
$
|
64.00
|
|
1000147
|
Cobalt Chloride Hexahydrate
|
5/1/2013
|
5/31/2013
|
64.39
|
|
KG
|
$
|
2,347.01
|
|
1000153
|
Ammonium Sulfate
|
5/1/2013
|
5/31/2013
|
27,327.07
|
|
KG
|
$
|
14,967.04
|
|
1000154
|
Anhydrous Copper Sulfate
|
5/1/2013
|
5/31/2013
|
60.93
|
|
KG
|
$
|
470.21
|
|
1000155
|
Biotin
|
5/1/2013
|
5/31/2013
|
13.06
|
|
KG
|
$
|
19,591.50
|
|
1000156
|
Calcium chloride dihydrate
|
5/1/2013
|
5/31/2013
|
106.26
|
|
KG
|
$
|
595.38
|
|
1000157
|
Calcium Pantothenate
|
5/1/2013
|
5/31/2013
|
36.26
|
|
KG
|
$
|
555.79
|
|
1000158
|
EthyleneDiamineTetraacetic Acid (EDTA)
|
5/1/2013
|
5/31/2013
|
136.03
|
|
KG
|
$
|
1,058.78
|
|
1000160
|
Manganese chloride Tetrahydrate
|
5/1/2013
|
5/31/2013
|
63.95
|
|
KG
|
$
|
1,753.73
|
|
1000161
|
Myoinositol
|
5/1/2013
|
5/31/2013
|
64.98
|
|
KG
|
$
|
1,429.82
|
|
1000162
|
Nicotinic acid
|
5/1/2013
|
5/31/2013
|
173.91
|
|
KG
|
$
|
4,106.97
|
|
1000163
|
P-Aminobenzoic acid
|
5/1/2013
|
5/31/2013
|
51.72
|
|
KG
|
$
|
1,683.24
|
|
1000164
|
Potassium Phosphate (monobasic)
|
5/1/2013
|
5/31/2013
|
11,083.17
|
|
KG
|
$
|
6,362.84
|
|
1000165
|
Pyridoxol HCL
|
5/1/2013
|
5/31/2013
|
149.98
|
|
KG
|
$
|
12,867.10
|
|
1000166
|
Sodium molybdate dihydrate
|
5/1/2013
|
5/31/2013
|
219.89
|
|
KG
|
$
|
4,426.84
|
|
1000167
|
Tergitol L-81
|
5/1/2013
|
5/31/2013
|
8,590.55
|
|
KG
|
$
|
32,201.68
|
|
1000168
|
Tert butyl catechol
|
5/1/2013
|
5/31/2013
|
760.17
|
|
KG
|
$
|
8,498.19
|
|
1000169
|
Thiamine HCL
|
5/1/2013
|
5/31/2013
|
99.99
|
|
KG
|
$
|
10,514.18
|
|
1000170
|
Triton X-114
|
5/1/2013
|
5/31/2013
|
1,065.94
|
|
KG
|
$
|
6,346.07
|
|
1000171
|
Zinc sulfate Heptahydrate
|
5/1/2013
|
5/31/2013
|
174.97
|
|
KG
|
$
|
1,620.35
|
|
1000180
|
Phosphoric Acid
|
5/1/2013
|
5/31/2013
|
7,152.23
|
|
KG
|
$
|
10,882.12
|
|
1000182
|
Citric Acid
|
5/1/2013
|
5/31/2013
|
4,876.11
|
|
KG
|
$
|
13,063.60
|
|
1000183
|
Sodium Hypochlorite
|
5/1/2013
|
5/31/2013
|
18,698.40
|
|
KG
|
$
|
3,449.86
|
|
1000196
|
Liquid Nitrogen
|
5/1/2013
|
5/31/2013
|
0.004
|
|
KG
|
$
|
312.63
|
|
|
|
|
|
|
|
|
|||
|
|
|
|
81,060.67
|
|
KG
|
$
|
159,168.93
|
|
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)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) 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)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
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: August 9, 2013
|
|
|
/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)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) 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)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
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: August 9, 2013
|
|
|
/s/ STEVEN R. MILLS
|
|
|
|
Steven R. Mills
|
|
|
|
Chief Financial Officer
|
|
|
|
|
Date: August 9, 2013
|
|
|
/s/ JOHN MELO
|
|
|
|
John Melo
|
|
|
|
President and Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
Date: August 9, 2013
|
|
|
/s/ STEVEN R. MILLS
|
|
|
|
Steven R. Mills
|
|
|
|
Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|