UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): December 30, 2021
MARRONE BIO INNOVATIONS, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-36030 | 20-5137161 | ||
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
7780-420 Briar Creek Parkway, Raleigh, NC 27617
(Address of Principal Executive Offices, and Zip Code)
(530) 750-2800
Registrant’s Telephone Number, Including Area Code
1540 Drew Avenue, Davis, CA 95618
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, $0.00001 par value | MBII | Nasdaq Capital Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01. Entry into a Material Definitive Agreement.
Amendment to Amended Inventory Financing Addendum
On December 30, 2021, Marrone Bio Innovations, Inc. (the “Company”) entered into a First Amendment (the “Amendment”) to the Company’s Amended Inventory Financing Addendum (the “Addendum”) dated as of January 6, 2020 with LSQ Funding Group, L.C. (“LSQ”).
The Amendment increases the maximum amount the Company is allowed to request as an advance under the Addendum from $3,000,000 to $4,500,000. Following this Amendment, the Addendum allows the Company to request an advance up to the lesser of (i) 100% of the Company’s unpaid finished goods inventory; (ii) 65% of the appraised value of the Company’s inventory performed on or on behalf of LSQ; or (iii) $4,500,000. All other terms of the Addendum remain unchanged.
The Amendment and the Addendum are filed herewith as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference, and the foregoing descriptions are qualified in their entirety by the terms contained therein.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 8.01. Other Events.
On January 6, 2022, the Company issued a press release announcing the Amendment. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
|
Exhibit Number |
Description | |
| 10.1 | Amendment No. 1 dated as of December 30, 2021, to Amended Inventory Financing Addendum | |
| 10.2 | Amended Inventory Financing Addendum, dated as of January 6, 2020, to Invoice Purchase Agreement dated March 24, 2017 (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K filed January 9, 2020) | |
| 99.1 | Press release dated January 6, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MARRONE BIO INNOVATIONS, INC. | ||
| Date: January 6, 2022 | By: | /s/ Linda V. Moore |
| Name: | Linda V. Moore | |
| Title: | Executive Vice President, General Counsel, Secretary and Chief Compliance Officer | |
Exhibit 10.1
FIRST AMENDMENT TO THE AMENDED INVENTORY FINANCING ADDENDUM
This First Amendment to the Amended Inventory Financing Addendum (this “Amendment”), is dated as of December 30, 2021 (the “Effective Date”) by and between LSQ Funding Group, L.C. (“Purchaser”) and Marrone Bio Innovations, Inc. (“Seller”). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to such term in the Amended Inventory Financing Addendum (“Inventory Addendum”) entered into as of January 6, 2020 between Purchaser and Seller (each a “Party,” collectively the “Parties”), as amended, modified or supplemented from time to time.
RECITALS
| A. | The Parties intend to modify certain terms and conditions of the Inventory Addendum, which the Parties are willing to do in further consideration of the mutual promises herein. |
NOW, THEREFORE, in consideration of the promises and the mutual covenants contained in this Amendment the Parties agree as follows:
| 1. | Paragraph 1.1.12 “Maximum Amount” is hereby amended to increase the Maximum Amount as follows: | |
| Paragraph 1.1.12 “Maximum Amount” – $4,500,000.00. |
Except as modified herein, all terms and conditions of the Inventory Addendum taken together with this Amendment, shall remain in full force and effect.
IN WITNESS WHEREOF, the parties have executed this Amendment as of the Effective Date hereinabove written.
| “Purchaser” | “Seller” | |||
| LSQ Funding Group, L.C. | Marrone Bio Innovations, Inc. | |||
| By: | /s/ Rodney Campos | By: | /s/ Sue Cheung | |
| Name: | Rodney Campos | Name: | Sue Cheung | |
| Title: | Director of Portfolio Management | Title: | CFO | |
| Page 1 of 1 |
Exhibit 99.1
Marrone Bio’s Inventory Line of Credit Increased to Support Sales and Manufacturing Growth
RALEIGH, N.C. – January 6, 2022 – Marrone Bio Innovations, Inc. (NASDAQ: MBII) has expanded its existing inventory line of credit to support the company’s expectations for growth in sales and manufacturing capacity. Under an amended agreement with LSQ Funding Group, L.C., the company can access a maximum of $4.5 million to finance inventory needs, up from $3 million under a prior agreement.
“The increase in the line of credit for inventory provides us with greater flexibility to support the company’s commercial expansion in the near future,” said Chief Executive Officer Kevin Helash. “This is particularly critical as we enter the peak selling season in our North American markets to ensure we have the ability to provide customers with ready access to our products when they need them.”
About Marrone Bio Innovations
Marrone Bio Innovations Inc. (NASDAQ: MBII) is a growth-oriented agricultural company leading the movement to environmentally sustainable farming practices through the discovery, development and sale of innovative biological products for crop protection, crop health and crop nutrition. Our portfolio of 18 products helps customers operate more sustainably while increasing their return on investment. The company’s commercial products are sold globally and supported by a robust portfolio of more than 500 issued and pending patents. Our end markets include row crops; fruits and vegetables; trees, nuts and vines; and greenhouse production. Marrone Bio’s research and development program uses proprietary technologies to isolate and screen naturally occurring microorganisms and plant extracts to create new, environmentally sound solutions in agriculture.
Learn more about Marrone Bio Innovations at www.marronebio.com. We also use our investor relations website, https://investors.marronebio.com, as well as our corporate Twitter account, @Marronebio, as means of disclosing material non-public information, and encourage our investors and others to monitor and review the information we make public in these locations. Follow us on social media: Twitter, LinkedIn and Instagram.
Marrone Bio Innovations Forward Looking Statements
This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this press release regarding strategy, product development, future operations and plans, including assumptions underlying such statements, are forward-looking statements, and should not be relied upon as representing the company’s views as of any subsequent date. Such forward-looking statements are based on information available to the company as of the date of this release and involve a number of risks and uncertainties, some beyond the company’s control, that could cause actual results to differ materially from those anticipated by these forward-looking statements, including the recent uncertainty in the global economy and industry-specific economy caused by the COVID-19 pandemic, consumer, regulatory, weather and other factors affecting demand for the company’s products, any difficulty in expanding the company’s sales and marketing infrastructure or marketing the company’s products in global markets, competition in the market for herbicide products, lack of understanding of bio-based herbicide products by customers and growers, adverse actions by distributors, manufacturers, regulatory agencies and other relevant third parties. Additional information that could lead to material changes in the company’s performance is contained in its filings with the Securities and Exchange Commission. The company is under no obligation to, and expressly disclaims any responsibility to, update or alter forward-looking statements contained in this release, whether as a result of new information, future events or otherwise.
Marrone Bio Innovations Contact:
Clyde
Montevirgen
Vice President of Business Development & Investor Relations
Telephone: 530-750-2800
info@marronebio.com