Cellulosic fuels company raises funds for Columbus II Project
By Toni Weeks
San Luis Obispo, Calif., Oct. 21 - KiOR, Inc. entered into two separate equity-related financings on Oct. 18 to raise up to $100 million, according to an 8-K filed Monday with the Securities and Exchange Commission.
In the first private placement transaction, which was amended on Oct. 20, the company issued to investor Khosla Ventures III $42.5 million of senior secured mandatorily convertible notes and converted $53,197,308 of its existing senior debt held by Khosla into convertible notes.
The 0% notes are convertible into class A common stock at $2.897 per share, which represents a 25% premium to the average 20-day volume-weighted average price of the class A common stock through Oct. 17 and is also an 11.42% premium to the closing share price of $2.60 on Oct. 18.
If the company completes a project financing within a year of the closing date, the notes will automatically convert on the earlier of the following events: the one-year anniversary of closing occurs or the averaging closing price of the class A common stock exceeds 150% of the conversion price in any 30-day period. If the company completes a financing after the one-year anniversary of closing, the notes will automatically convert when the financing closes.
As part of this transaction, the investor also agreed to purchase up to $7.5 million of common stock and to convert an additional $25 million of existing senior debt into common stock, at a price equal to the conversion price. The second tranche is contingent on KiOR raising at least $400 million from one or more financing transactions.
In addition, the company has the option to sell up to $35 million of stock to the investor at the conversion price if it completes a project financing. The option will begin a year after the financing event is completed and last for two years.
Stock placement
In the second private placement, the company sold $7.5 million of class A common stock to investor Gates Ventures, LLC at $2.3176 per share, the average daily volume-weighted average price of the stock for the 20 trading days ended Oct. 17 and a 10.86% discount to the Oct 18 closing share price. The investor also committed to purchase an additional $7.5 million of the stock if KiOR closes financing transactions equaling at least $400 million. The price for the stock in the second tranche will be 75% of the 20-day volume-weighted average price of the class A common stock beginning on the 10th trading day before the financing event and ending on the 10th trading day following the consummation of the financing event.
Proceeds will support the company's recently announced expansion of production capacity at its Columbus II Project in Columbus, Miss.
KiOR is a Pasadena, Texas-based development stage, next-generation renewable fuels company.
| Issuer: | KiOR, Inc.
|
| Issue: | Senior secured mandatorily convertible notes convertible into class A common stock; common stock
|
| Amount: | Up to $100 million
|
| Warrants: | No
|
| Pricing date: | Oct. 18
|
| Amended: | Oct. 20 (first tranche)
|
| Settlement date: | Oct. 21 (for $50 million)
|
| Stock symbol: | Nasdaq: KIOR
|
| Stock price: | $2.60 at close Oct. 18
|
| Market capitalization: | $261.24 million
|
|
|
| Mandatorily convertible notes
|
| Amount: | $42.5 million of notes plus commitment to purchase up to $42.5 million of stock
|
| Coupon: | 0%
|
| Maturity: | 2020
|
| Conversion price: | $2.897 per share
|
| Investor: | Khosla Ventures III
|
|
|
| Stock
|
| Amount: | $7.5 million plus commitment to purchase $7.5 million more
|
| Price: | $2.3176 (first tranche); 75% of 20-day volume-weighted of average price of stock beginning on 10th trading day prior to consummation of financing and ending on 10th trading day following financing (second tranche)
|
| Investor: | Gates Ventures, LLC
|
© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere.
For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.
