In December 2013, Amyris and Total formed Total Amyris BioSolutions B.V., a 50-50 joint venture holding exclusive rights and a license under Amyris’ intellectual property to produce and market renewable diesel and jet fuel from Amyris’ renewable farnesene.

In conjunction with this transaction, Amyris has also agreed on key business terms with Total and Temasek, another major stockholder of Amyris, under which, and as part of a plan to strengthen the balance sheet, these stockholders would exchange an aggregate of $138 million of convertible debt for Amyris common stock at a price of $2.30 per share, with an additional $37 million of outstanding convertible debt being restructured to eliminate Amyris’s repayment obligation at maturity and provide for mandatory conversion to Amyris common stock.

The terms of the restructuring include provisions related to the note conversions for these participating stockholders, including to maintaining pro rata holdings. The closing of the exchange transactions would be subject to customary closing conditions, including any required Board of Directors or other internal approvals, and regulatory approvals or notices.

These joint venture and exchange transactions are subject to the execution of definitive agreements between Amyris and the parties, the terms of which may vary from those described above.