3//SEC Filing
Ospraie Management, LLC 3
Accession 0000899243-19-021729
CIK 0001441693other
Filed
Aug 13, 8:00 PM ET
Accepted
Aug 14, 5:11 PM ET
Size
13.1 KB
Accession
0000899243-19-021729
Insider Transaction Report
Form 3
Ospraie Management, LLC
Director10% OwnerOther
Holdings
- 30,666,667(indirect: See Footnotes)
Common Stock, $0.00001 par value ("Common Stock")
- (indirect: See Footnotes)
Warrant
Exercise: $1.00Exp: 2021-12-31→ Common Stock (30,666,667 underlying)
Ospraie Management, Inc.
Director10% OwnerOther
Holdings
- (indirect: See Footnotes)
Warrant
Exercise: $1.00Exp: 2021-12-31→ Common Stock (30,666,667 underlying) - 30,666,667(indirect: See Footnotes)
Common Stock, $0.00001 par value ("Common Stock")
Ospraie Holding I, L.P.
Director10% OwnerOther
Holdings
- (indirect: See Footnotes)
Warrant
Exercise: $1.00Exp: 2021-12-31→ Common Stock (30,666,667 underlying) - 30,666,667(indirect: See Footnotes)
Common Stock, $0.00001 par value ("Common Stock")
Footnotes (5)
- [F1]On August 7, 2019, Ospraie Management, LLC ("Ospraie Management") began serving as the investment manager of Ospraie Ag Science LLC ("Ospraie LLC") pursuant to an Investment Management Agreement (the "IMA"). Ospraie Management was delegated voting and investment power over and thus beneficial ownership of the shares of Common Stock of Marrone Bio Innovations, Inc. (the "Issuer") and warrants to purchase shares of Common Stock of the Issuer held by Ospraie LLC pursuant to the IMA. Ospraie Holding I, LP ("Ospraie Holding") may be deemed to beneficially own the shares of Common Stock of the Issuer and warrants to purchase shares of Common Stock of the Issuer held by Ospraie LLC as the managing member of Ospraie Management. Ospraie Management, Inc. ("Ospraie Inc.") may be deemed to beneficially own the shares of Common Stock of the Issuer and warrants to purchase shares of Common Stock of the Issuer held by Ospraie LLC as the general partner of Ospraie Holding.
- [F2](Continued from footnote 1) Dwight Anderson may be deemed to beneficially own the shares of Common Stock of the Issuer and warrants to purchase shares of Common Stock of the Issuer held by Ospraie LLC as the Managing Principal of Ospraie Management, the sole owner of Ospraie Inc. and the sole managing member of Ospraie LLC.
- [F3]Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any
- [F4]On August 6, 2019, the Issuer, Ospraie LLC, Ardsley Partners Renewable Energy Fund, L.P. and Ivan Saval entered into a Warrant Amendment and Plan of Reorganization Agreement (the "Agreement") pursuant to which the expiration date of the warrants to purchase Common Stock of the Issuer held by Ospraie LLC was extended to December 31, 2021. In addition, pursuant to the Agreement, the Issuer will have a right, so long as the closing price for the Issuer's Common Stock on its principal market immediately prior to the exercise of such right is in excess of the exercise price for the warrants, to require Ospraie LLC to exercise up to all of its warrants in exchange for the shares of Common Stock underlying such warrants and new warrants ("New Warrants") to purchase shares of Common Stock of the Issuer in an amount equal to the amount of warrants being required to be exercised.
- [F5](Continued from footnote 4) Such New Warrants will be first exercisable 180 days after issuance, will have a term expiring on January 1, 2023 and will have an exercise price of $1.75 per share.
Issuer
MARRONE BIO INNOVATIONS INC
CIK 0001441693
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001326533
Filing Metadata
- Form type
- 3
- Filed
- Aug 13, 8:00 PM ET
- Accepted
- Aug 14, 5:11 PM ET
- Size
- 13.1 KB