UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): March 2, 2017
Amyris, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware | 001-34885 | 55-0856151 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
5885 Hollis Street, Suite 100, Emeryville, CA 94608 |
(Address of Principal Executive Offices) (Zip Code) |
(510) 450-0761
(Registrant's telephone number, including area code)
Not Applicable
(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: | ||
[ ] | Written communications 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)) |
Item 2.02. Results of Operations and Financial Condition.
On March 2, 2017, Amyris, Inc. (the “Company”) issued a press release announcing the Company’s financial results for its fiscal quarter and year ended December 31, 2016. A copy of this press release, entitled “Amyris More Than Doubles Revenues Over 2015 And Provides Strong Growth Outlook”, is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits The following exhibit is furnished herewith: The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing. The information in this report, including the exhibit hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section.Exhibit Number Description 99.1 Press release, dated March 2, 2017, entitled “Amyris More Than Doubles Revenues Over 2015 And Provides Strong Growth Outlook”
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.
Amyris, Inc. | ||
Date: March 2, 2017 | By: | /s/ Kathleen Valiasek |
Kathleen Valiasek | ||
Chief Financial Officer | ||
EXHIBIT INDEX
Exhibit Number | Description | |
99.1 | Press release, dated March 2, 2017, entitled “Amyris More Than Doubles Revenues Over 2015 And Provides Strong Growth Outlook” |
EXHIBIT 99.1
Amyris More Than Doubles Revenues Over 2015 And Provides Strong Growth Outlook
EMERYVILLE, Calif., March 02, 2017 (GLOBE NEWSWIRE) -- Amyris, Inc. (Nasdaq:AMRS), the industrial bioscience company, today announced financial results for the fourth quarter and fiscal year ended December 31, 2016.
“We are pleased to have completed a record year by more than doubling revenues over 2015, signing on a record level of new global partners and delivering on all of our 2016 strategic milestones,” said John Melo, Amyris President & CEO. “With the completion of our portfolio shift to Health and Nutrition and Personal Care and away from Fuel sales we believe we are delivering industry leading growth and positive impact for our customers.”
Continued Melo, “We enter 2017 as a leading company in our sector with the most robust technology platform available to develop, scale and produce the products our customers need to help them gain competitive advantage while supporting the health needs of our planet. We are industrializing synthetic biology and delivering highly disruptive technology through our advantaged collaboration and value share business model.”
Growth Outlook
Based on the company’s strong competitive position, currently contracted business and pipeline, Amyris believes this will lead to more than doubling product revenues in 2017 while maintaining our strong performance in collaborations. Amyris will provide more details on its strategy and business plan during its quarterly conference call today at 4:30 p.m. ET (1:30 p.m. PT).
*The references to record revenue and product sales in this news release excludes historical periods when the company had engaged in ethanol sales and trading.
Key Highlights
Other key operating and development highlights during the fourth quarter and more recently included:
Financial Performance
Fourth Quarter 2016
Fiscal Year 2016
FINANCIAL RESULTS AND NON-GAAP INFORMATION
Condensed consolidated financial information has been presented in accordance with GAAP as well as on a non-GAAP basis. Management believes that it is useful to supplement its GAAP financial statements with this non-GAAP information because management uses such information for its operating, budgeting and financial planning purposes. These non-GAAP financial measures also facilitate management’s internal comparisons to Amyris’s historical performance as well as comparisons to the operating results of other companies. Management believes these non-GAAP financial measures are useful to investors because they allow for greater transparency into the indicators used by management as a basis for its financial and operational decision-making.
**Adjusted net loss is calculated by taking GAAP net loss and excluding stock-based compensation and gains and losses from changes in fair value of derivatives, debt extinguishment, as well as tangible and non-tangible asset impairments.
Non-GAAP financial information is not prepared under a comprehensive set of accounting rules and therefore, should only be read in conjunction with financial information reported under U.S. GAAP in order to understand Amyris’s operating performance. A reconciliation of the non-GAAP financial measures presented in this release, including non-GAAP net loss, and other measures to the most directly comparable GAAP financial measure is provided in the tables attached to this press release.
QUARTERLY CONFERENCE CALL TODAY
Amyris will discuss these results and provide a business update in a conference call scheduled for 4:30 p.m. ET (1:30 p.m. PT) today. Investors may access the call by dialing (866) 516-3867, participant passcode: 64316211.
A live audio webcast of this conference call and accompanying presentation is also available by visiting the investor relations section of the company's website at http://investors.amyris.com. A replay of the webcast will be available at the investor relations section of the company's website approximately two hours after the conclusion of the call.
About Amyris
Amyris is the integrated renewable products company that is enabling the world’s leading brands to achieve sustainable growth. Amyris applies its innovative bioscience solutions to convert plant sugars into hydrocarbon molecules and produce specialty ingredients and consumer products. The company is delivering its No Compromise® products across a number of markets, including specialty and performance chemicals, flavors and fragrances, cosmetics ingredients, pharmaceuticals, and nutraceuticals. More information about the company is available at www.amyris.com.
Forward-Looking Statements
This release contains forward-looking statements, and any statements other than statements of historical fact could be deemed to be forward-looking statements. These forward-looking statements include, among other things, statements regarding future events (such as Amyris’s expected growth rate and outlook, the anticipated more than doubling of its product revenues in 2017 and maintaining its level of performance in collaborations, the expected growth of its cosmetics joint venture, the anticipated growth and expanded distribution of its Biossance skin-care products and its expected commercial expansion as well as improved operating metrics, balance sheet and financial position), that involve risks and uncertainties. These statements are based on management's current expectations and actual results and future events may differ materially due to risks and uncertainties, including risks related to Amyris’s liquidity and ability to fund operating and capital expenses, timing and execution risks associated with manufacturing, uncertainty regarding consummating proposed transactions, including the timing thereof, and growth in sales, potential delays or failures in development, production and commercialization of products, risks related to Amyris's reliance on third parties to achieve its goals, and other risks detailed in the "Risk Factors" section of Amyris's quarterly report on Form 10-Q filed on November 9, 2016. Amyris disclaims any obligation to update information contained in these forward-looking statements whether as a result of new information, future events, or otherwise.
Amyris, the Amyris logo, Biossance, and Biofene are registered trademarks of Amyris, Inc.
Amyris, Inc. | ||||||||||||
Condensed Consolidated Balance Sheets | ||||||||||||
(In thousands) | ||||||||||||
December 31, | December 31, | |||||||||||
2016 | 2015 | |||||||||||
(Unaudited) | ||||||||||||
Assets | ||||||||||||
Current assets: | ||||||||||||
Cash, cash equivalents and short-term investments | $ | 28,524 | $ | 13,512 | ||||||||
Restricted cash | 4,326 | 216 | ||||||||||
Accounts receivable, net | 23,105 | 4,004 | ||||||||||
Related party accounts receivable | 872 | 1,176 | ||||||||||
Inventories, net | 6,213 | 10,886 | ||||||||||
Prepaid expenses and other current assets | 6,083 | 5,872 | ||||||||||
Total current assets | 69,123 | 35,666 | ||||||||||
Property, plant and equipment, net | 53,735 | 59,797 | ||||||||||
Restricted cash | 957 | 957 | ||||||||||
Equity and loans in affiliate | 34 | 68 | ||||||||||
Other assets | 15,464 | 13,150 | ||||||||||
Goodwill and intangible assets | 560 | 560 | ||||||||||
Total assets | $ | 139,873 | $ | 110,198 | ||||||||
Liabilities and stockholders' deficit | ||||||||||||
Current liabilities: | ||||||||||||
Accounts payable | $ | 15,315 | $ | 7,943 | ||||||||
Deferred revenue | 5,288 | 6,509 | ||||||||||
Accrued and other current liabilities | 29,188 | 24,268 | ||||||||||
Capital lease obligation, current portion | 922 | 523 | ||||||||||
Debt, current portion | 25,853 | 37,570 | ||||||||||
Related party debt | 33,302 | - | ||||||||||
Total current liabilities | 109,868 | 76,813 | ||||||||||
Capital lease obligation, net of current portion | 334 | 176 | ||||||||||
Long-term debt, net of current portion | 128,744 | 75,457 | ||||||||||
Related party debt | 39,144 | 43,029 | ||||||||||
Deferred rent, net of current portion | 8,906 | 9,682 | ||||||||||
Deferred revenue, net of current portion | 6,650 | 4,469 | ||||||||||
Derivative liabilities | 6,894 | 51,439 | ||||||||||
Other liabilities | 7,841 | 7,589 | ||||||||||
Total liabilities | 308,381 | 268,654 | ||||||||||
Mezzanine equity: | 5,000 | - | ||||||||||
Contingently redeemable common stock | ||||||||||||
Amyris, Inc. stockholders’ deficit | (174,445 | ) | (158,065 | ) | ||||||||
Noncontrolling interest | 937 | (391 | ) | |||||||||
Total stockholders' deficit | (173,508 | ) | (158,456 | ) | ||||||||
Total liabilities and stockholders' deficit | $ | 139,873 | $ | 110,198 | ||||||||
Amyris, Inc. | |||||||||||||||||||
Condensed Consolidated Statement of Operations | |||||||||||||||||||
(Unaudited) | |||||||||||||||||||
(In thousands, except per share data) | |||||||||||||||||||
Three Months Ended | Year Ended | ||||||||||||||||||
December 31, 2016 | December 31, 2015 | December 31, 2016 | December 31, 2015 | ||||||||||||||||
Revenues | |||||||||||||||||||
Renewable product sales | $ | 11,295 | $ | 4,371 | $ | 24,788 | $ | 14,032 | |||||||||||
Related party renewable product sales | 172 | 862 | 1,561 | 864 | |||||||||||||||
Total product sales | 11,467 | 5,233 | 26,349 | 14,896 | |||||||||||||||
Grants and collaborations revenue | 20,772 | 4,614 | 50,843 | 19,257 | |||||||||||||||
Total revenues | 32,239 | 9,847 | 77,192 | 34,153 | |||||||||||||||
Costs and operating expenses | |||||||||||||||||||
Cost of products sold | 22,757 | 11,317 | 56,678 | 37,374 | |||||||||||||||
Loss on purchase commitments and impairment of property, | |||||||||||||||||||
plant and equipment, and other reserves | 7,281 | 26,907 | 7,305 | 34,166 | |||||||||||||||
Withholding tax related to conversion of related party notes | - | 4,723 | - | 4,723 | |||||||||||||||
Impairment of intangible assets | - | 5,525 | - | 5,525 | |||||||||||||||
Research and development (1) | 14,015 | 11,115 | 51,412 | 44,636 | |||||||||||||||
Selling, general and administrative (1) | 12,666 | 13,403 | 47,721 | 56,262 | |||||||||||||||
Total costs and operating expenses | 56,719 | 72,990 | 163,116 | 182,686 | |||||||||||||||
Loss from operations | (24,480 | ) | (63,143 | ) | (85,924 | ) | (148,533 | ) | |||||||||||
Other income (expense) | |||||||||||||||||||
Gain (loss) from change in fair value of derivatives (2) | (471 | ) | 26,555 | 41,355 | 16,287 | ||||||||||||||
Gain (loss) on extinguishment of debt | (3,280 | ) | 4,843 | (4,146 | ) | (1,141 | ) | ||||||||||||
Other income (expense), net (3) | (10,372 | ) | (7,987 | ) | (38,066 | ) | (80,013 | ) | |||||||||||
Total other income (expense) | (14,123 | ) | 23,411 | (857 | ) | (64,867 | ) | ||||||||||||
Loss before income taxes and loss from investments in affiliates | (38,603 | ) | (39,732 | ) | (86,781 | ) | (213,400 | ) | |||||||||||
Benefit/(provision) for income taxes | (152 | ) | (113 | ) | (553 | ) | (468 | ) | |||||||||||
Net loss before loss from investments in affiliates | (38,755 | ) | (39,845 | ) | (87,334 | ) | (213,868 | ) | |||||||||||
Loss from investments in affiliates | - | (2,095 | ) | - | (4,184 | ) | |||||||||||||
Net loss | $ | (38,755 | ) | $ | (41,940 | ) | $ | (87,334 | ) | $ | (218,052 | ) | |||||||
Net loss attributable to noncontrolling interest | - | 22 | - | 100 | |||||||||||||||
Net loss attributable to Amyris, Inc. common stockholders | $ | (38,755 | ) | $ | (41,918 | ) | $ | (87,334 | ) | $ | (217,952 | ) | |||||||
Net loss per share attributable to common stockholders, basic | $ | (0.14 | ) | $ | (0.23 | ) | $ | (0.37 | ) | $ | (1.75 | ) | |||||||
Net loss per share attributable to common stockholders, diluted | $ | (0.14 | ) | $ | (0.28 | ) | $ | (0.40 | ) | $ | (1.75 | ) | |||||||
Weighted-average shares of common stock outstanding used in | |||||||||||||||||||
computing net loss per share of common stock: | |||||||||||||||||||
Basic | 273,406,492 | 206,661,506 | 238,440,197 | 126,961,576 | |||||||||||||||
Diluted | 273,406,492 | 220,233,355 | 264,644,449 | 126,961,576 | |||||||||||||||
(1 | ) | Includes stock-based compensation expense of the following for the periods presented: | |||||||||||||||||
Research and development | $ | 491 | $ | 530 | $ | 1,948 | $ | 2,306 | |||||||||||
Sales, general and administrative | 1,189 | 1,640 | 5,377 | 6,828 | |||||||||||||||
$ | 1,680 | $ | 2,170 | $ | 7,325 | $ | 9,134 | ||||||||||||
(2 | ) | For the fourth quarter of 2016, the Company recorded a non-cash loss from revaluation of its derivative liabilities but a non-cash gain from revaluation during the fourth quarter of 2015. The fair value change is triggered by certain features of outstanding convertible notes (related to change in control protection and price-based anti-dilution adjustment provisions). The valuation of these derivative liabilities decreased in the fourth quarter of 2016 primarily as a result of an increase in the Amyris stock price since September 30, 2016 to December 31, 2016. | |||||||||||||||||
(3 | ) | Other income (expense), net for the year ended December 31, 2015 includes $43.8 million charge related to the acceleration of debt discount accretion associated with a debt conversion transaction. | |||||||||||||||||
Amyris, Inc. | |||||||||||||||||||
Reconciliation of GAAP to Non-GAAP Financial Information | |||||||||||||||||||
(Unaudited) | |||||||||||||||||||
(In thousands, except per share data) | |||||||||||||||||||
Three Months Ended | Year Ended | ||||||||||||||||||
December 31, 2016 | December 31, 2015 | December 31, 2016 | December 31, 2015 | ||||||||||||||||
Net loss attributable to Amyris, Inc. common stockholders (GAAP) | $ | (38,755 | ) | $ | (41,918 | ) | $ | (87,334 | ) | $ | (217,952 | ) | |||||||
Loss on purchase commitments and impairment of | |||||||||||||||||||
property, plant, and equipment | 7,281 | 26,907 | 7,305 | 34,166 | |||||||||||||||
Loss on impairment of intangible assets | - | 5,525 | - | 5,525 | |||||||||||||||
Stock-based compensation expense | 1,680 | 2,170 | 7,325 | 9,134 | |||||||||||||||
Withholding tax related to conversion of related party notes | - | 4,723 | - | 4,723 | |||||||||||||||
Issuance of warrants with collaboration agreement | - | - | 416 | - | |||||||||||||||
Gain (loss) from change in fair value of derivative & debt extinguishment | 3,751 | (31,398 | ) | (37,209 | ) | (15,146 | ) | ||||||||||||
Acceleration of debt discount accretion associated with the debt | |||||||||||||||||||
conversion transaction | - | - | - | 43,802 | |||||||||||||||
Net loss attributable to Amyris, Inc. common stockholders (Non-GAAP) | $ | (26,043 | ) | $ | (33,991 | ) | $ | (109,497 | ) | $ | (135,748 | ) | |||||||
Net loss per share attributable to Amyris, Inc. common stockholders, | |||||||||||||||||||
basic (GAAP) | $ | (0.14 | ) | $ | (0.23 | ) | $ | (0.37 | ) | $ | (1.75 | ) | |||||||
Loss on purchase commitments and impairment of | |||||||||||||||||||
property, plant, and equipment | 0.03 | 0.13 | 0.04 | 0.27 | |||||||||||||||
Loss on impairment of intangible assets | - | 0.03 | - | 0.04 | |||||||||||||||
Stock-based compensation expense | 0.01 | 0.01 | 0.03 | 0.07 | |||||||||||||||
Withholding tax related to conversion of related party notes | - | 0.02 | - | 0.04 | |||||||||||||||
Issuance of warrants with collaboration agreement | - | - | 0.00 | - | |||||||||||||||
Gain (loss) from change in fair value of derivative & debt extinguishment | 0.01 | (0.15 | ) | (0.16 | ) | (0.12 | ) | ||||||||||||
Acceleration of debt discount accretion associated with the debt | |||||||||||||||||||
conversion transaction | - | - | - | 0.35 | |||||||||||||||
Net loss per share attributable to Amyris, Inc. common stockholders, | |||||||||||||||||||
basic (Non-GAAP) | $ | (0.09 | ) | $ | (0.19 | ) | $ | (0.46 | ) | $ | (1.10 | ) | |||||||
Amyris, Inc. | ||||||||||||||||||||
Reconciliation of GAAP to Non-GAAP Financial Information | ||||||||||||||||||||
(Unaudited) | ||||||||||||||||||||
(In thousands) | ||||||||||||||||||||
Three Months Ended | Year Ended | |||||||||||||||||||
December 31, 2016 | December 31, 2015 | December 31, 2016 | December 31, 2015 | |||||||||||||||||
Product sales (GAAP & Non-GAAP) | ||||||||||||||||||||
Renewables | $ | 11,467 | $ | 5,233 | $ | 26,349 | $ | 14,896 | ||||||||||||
Product sales (GAAP & Non-GAAP) | $ | 11,467 | $ | 5,233 | $ | 26,349 | $ | 14,896 | ||||||||||||
Grants and collaborations revenue (GAAP) | $ | 20,772 | $ | 4,614 | $ | 50,843 | $ | 19,257 | ||||||||||||
Change in accounts receivable, deferred revenue and fundings associated | ||||||||||||||||||||
with collaborations | (9,914 | ) | (2,614 | ) | (12,165 | ) | 14,388 | |||||||||||||
Collaborations Inflows (Non- GAAP) (1) | $ | 10,858 | $ | 2,000 | $ | 38,678 | $ | 33,645 | ||||||||||||
Total Revenues (GAAP) | $ | 32,239 | $ | 9,847 | $ | 77,192 | $ | 34,153 | ||||||||||||
Change in accounts receivable, deferred revenue and fundings associated | ||||||||||||||||||||
with collaborations | (9,914 | ) | (2,614 | ) | (12,165 | ) | 14,388 | |||||||||||||
Total Cash Revenue Inflows (Non-GAAP) (1) | $ | 22,325 | $ | 7,233 | $ | 65,027 | $ | 48,541 | ||||||||||||
Costs of products sold (GAAP) | $ | 22,757 | $ | 11,317 | $ | 56,678 | $ | 37,374 | ||||||||||||
Other costs/provisions | (2,207 | ) | (279 | ) | (7,342 | ) | (58 | ) | ||||||||||||
Excess capacity | (528 | ) | (900 | ) | (5,010 | ) | (7,969 | ) | ||||||||||||
Depreciation and amortization | (978 | ) | (948 | ) | (3,693 | ) | (4,379 | ) | ||||||||||||
Costs of products sold (Non- GAAP) | $ | 19,044 | $ | 9,190 | $ | 40,633 | $ | 24,968 | ||||||||||||
Adjusted Gross Profit (Non- GAAP) (2) | $ | 13,195 | $ | 657 | $ | 36,559 | $ | 9,185 | ||||||||||||
Gross Margin (%) (2) | 40.9 | % | 6.7 | % | 47.4 | % | 26.9 | % | ||||||||||||
Research and development (GAAP) | $ | 14,015 | $ | 11,115 | $ | 51,412 | $ | 44,636 | ||||||||||||
Stock-based compensation expense | (491 | ) | (530 | ) | (1,948 | ) | (2,306 | ) | ||||||||||||
Issuance of warrants with collaboration agreement | - | - | (416 | ) | - | |||||||||||||||
Depreciation and amortization | (1,602 | ) | (1,779 | ) | (6,687 | ) | (7,286 | ) | ||||||||||||
Research and development (Non-GAAP) | $ | 11,922 | $ | 8,806 | $ | 42,361 | $ | 35,044 | ||||||||||||
Selling, general and administrative (GAAP) | $ | 12,666 | $ | 13,403 | $ | 47,721 | $ | 56,262 | ||||||||||||
Stock-based compensation expense | (1,189 | ) | (1,640 | ) | (5,377 | ) | (6,828 | ) | ||||||||||||
Depreciation and amortization | (259 | ) | (287 | ) | (1,098 | ) | (1,359 | ) | ||||||||||||
Selling, general and administrative (Non-GAAP) | $ | 11,218 | $ | 11,476 | $ | 41,246 | $ | 48,075 | ||||||||||||
(1 | ) | The largest differences between the GAAP and non-GAAP collaborations numbers are (i) timing of revenue recognition. The year ended December 31, 2016 and 2015, includes zero and $10.9 million, respectively, of funding from TOTAL which is in the form of convertible debt financing as contemplated in the July 2012 Amended Collaboration Agreement with TOTAL 2015. | ||||||||||||||||||
(2 | ) | Non-GAAP Gross Profit /(Loss) is calculated based on non-GAAP Product Sales & Grants and Collaboration Inflows and Cost of Products Sold, and does not include costs related to collaborations. | ||||||||||||||||||
Contact:
Peter DeNardo
Director, Investor Relations and Corporate Communications
Amyris, Inc.
+1 (510) 740-7481
investor@amyris.com
pr@amyris.com