Ospraie Ag Science LLC 4

Accession 0000899243-20-011723

CIK 0001441693other

View on SEC.gov Company Profile

Filed

Apr 30, 8:00 PM ET

Accepted

May 1, 5:11 PM ET

Size

43.5 KB

Accession

0000899243-20-011723

Insider Transaction Report

Form 4

Period: 2020-04-29

MARRONE BIO INNOVATIONS INCMBII

Ospraie Ag Science LLC

Director10% OwnerOther

Transactions

Disposition to Issuer
Warrant
2020-04-29−12,233,158→ 0 total
Exercise: $1.00Exp: 2021-12-31→ Common Stock (12,233,158 underlying)
Exercise/Conversion
Common Stock, $0.00001 par value
2020-05-01$0.75/sh+2,467,766$1,850,825→ 51,567,942 total
Disposition to Issuer
Warrant
2020-04-29−1,675,771→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (1,675,771 underlying)
Disposition to Issuer
Warrant
2020-04-29−3,351,542→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (3,351,542 underlying)
Award
Warrant
2020-04-29+3,553,583→ 3,553,583 total
Exercise: $0.75From: 2020-04-29Exp: 2021-12-15→ Common Stock (3,553,583 underlying)
Disposition to Issuer
Warrant
2020-04-29−5,027,325→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (5,027,325 underlying)
Award
Warrant
2020-04-29+1,974,213→ 1,974,213 total
Exercise: $0.75From: 2020-04-29Exp: 2020-09-15→ Common Stock (1,974,213 underlying)
Award
Warrant
2020-04-29+4,264,299→ 4,264,299 total
Exercise: $0.75From: 2020-04-29Exp: 2021-03-15→ Common Stock (4,264,299 underlying)
Exercise/Conversion
Warrant
2020-05-01−2,467,766→ 0 total
Exercise: $0.75From: 2020-04-29Exp: 2020-05-01→ Common Stock (2,467,766 underlying)
Disposition to Issuer
Warrant
2020-04-29−8,378,871→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (8,378,871 underlying)
Award
Warrant
2020-04-29+2,467,766→ 2,467,766 total
Exercise: $0.75From: 2020-04-29Exp: 2020-05-01→ Common Stock (2,467,766 underlying)
Award
Warrant
2020-04-29+9,476,221→ 9,476,221 total
Exercise: $0.75From: 2020-04-29Exp: 2020-12-15→ Common Stock (9,476,221 underlying)

Ospraie Management, LLC

Director10% OwnerOther

Transactions

Disposition to Issuer
Warrant
2020-04-29−1,675,771→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (1,675,771 underlying)
Award
Warrant
2020-04-29+3,553,583→ 3,553,583 total
Exercise: $0.75From: 2020-04-29Exp: 2021-12-15→ Common Stock (3,553,583 underlying)
Exercise/Conversion
Warrant
2020-05-01−2,467,766→ 0 total
Exercise: $0.75From: 2020-04-29Exp: 2020-05-01→ Common Stock (2,467,766 underlying)
Exercise/Conversion
Common Stock, $0.00001 par value
2020-05-01$0.75/sh+2,467,766$1,850,825→ 51,567,942 total
Disposition to Issuer
Warrant
2020-04-29−5,027,325→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (5,027,325 underlying)
Award
Warrant
2020-04-29+1,974,213→ 1,974,213 total
Exercise: $0.75From: 2020-04-29Exp: 2020-09-15→ Common Stock (1,974,213 underlying)
Award
Warrant
2020-04-29+2,467,766→ 2,467,766 total
Exercise: $0.75From: 2020-04-29Exp: 2020-05-01→ Common Stock (2,467,766 underlying)
Award
Warrant
2020-04-29+9,476,221→ 9,476,221 total
Exercise: $0.75From: 2020-04-29Exp: 2020-12-15→ Common Stock (9,476,221 underlying)
Disposition to Issuer
Warrant
2020-04-29−8,378,871→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (8,378,871 underlying)
Disposition to Issuer
Warrant
2020-04-29−12,233,158→ 0 total
Exercise: $1.00Exp: 2021-12-31→ Common Stock (12,233,158 underlying)
Disposition to Issuer
Warrant
2020-04-29−3,351,542→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (3,351,542 underlying)
Award
Warrant
2020-04-29+4,264,299→ 4,264,299 total
Exercise: $0.75From: 2020-04-29Exp: 2021-03-15→ Common Stock (4,264,299 underlying)

Ospraie Holding I, L.P.

Director10% OwnerOther

Transactions

Disposition to Issuer
Warrant
2020-04-29−3,351,542→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (3,351,542 underlying)
Disposition to Issuer
Warrant
2020-04-29−5,027,325→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (5,027,325 underlying)
Award
Warrant
2020-04-29+1,974,213→ 1,974,213 total
Exercise: $0.75From: 2020-04-29Exp: 2020-09-15→ Common Stock (1,974,213 underlying)
Exercise/Conversion
Common Stock, $0.00001 par value
2020-05-01$0.75/sh+2,467,766$1,850,825→ 51,567,942 total
Disposition to Issuer
Warrant
2020-04-29−8,378,871→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (8,378,871 underlying)
Award
Warrant
2020-04-29+9,476,221→ 9,476,221 total
Exercise: $0.75From: 2020-04-29Exp: 2020-12-15→ Common Stock (9,476,221 underlying)
Award
Warrant
2020-04-29+4,264,299→ 4,264,299 total
Exercise: $0.75From: 2020-04-29Exp: 2021-03-15→ Common Stock (4,264,299 underlying)
Exercise/Conversion
Warrant
2020-05-01−2,467,766→ 0 total
Exercise: $0.75From: 2020-04-29Exp: 2020-05-01→ Common Stock (2,467,766 underlying)
Disposition to Issuer
Warrant
2020-04-29−1,675,771→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (1,675,771 underlying)
Award
Warrant
2020-04-29+2,467,766→ 2,467,766 total
Exercise: $0.75From: 2020-04-29Exp: 2020-05-01→ Common Stock (2,467,766 underlying)
Award
Warrant
2020-04-29+3,553,583→ 3,553,583 total
Exercise: $0.75From: 2020-04-29Exp: 2021-12-15→ Common Stock (3,553,583 underlying)
Disposition to Issuer
Warrant
2020-04-29−12,233,158→ 0 total
Exercise: $1.00Exp: 2021-12-31→ Common Stock (12,233,158 underlying)

Ospraie Management, Inc.

Director10% OwnerOther

Transactions

Exercise/Conversion
Common Stock, $0.00001 par value
2020-05-01$0.75/sh+2,467,766$1,850,825→ 51,567,942 total
Disposition to Issuer
Warrant
2020-04-29−8,378,871→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (8,378,871 underlying)
Disposition to Issuer
Warrant
2020-04-29−3,351,542→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (3,351,542 underlying)
Award
Warrant
2020-04-29+1,974,213→ 1,974,213 total
Exercise: $0.75From: 2020-04-29Exp: 2020-09-15→ Common Stock (1,974,213 underlying)
Award
Warrant
2020-04-29+4,264,299→ 4,264,299 total
Exercise: $0.75From: 2020-04-29Exp: 2021-03-15→ Common Stock (4,264,299 underlying)
Disposition to Issuer
Warrant
2020-04-29−1,675,771→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (1,675,771 underlying)
Disposition to Issuer
Warrant
2020-04-29−5,027,325→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (5,027,325 underlying)
Exercise/Conversion
Warrant
2020-05-01−2,467,766→ 0 total
Exercise: $0.75From: 2020-04-29Exp: 2020-05-01→ Common Stock (2,467,766 underlying)
Disposition to Issuer
Warrant
2020-04-29−12,233,158→ 0 total
Exercise: $1.00Exp: 2021-12-31→ Common Stock (12,233,158 underlying)
Award
Warrant
2020-04-29+2,467,766→ 2,467,766 total
Exercise: $0.75From: 2020-04-29Exp: 2020-05-01→ Common Stock (2,467,766 underlying)
Award
Warrant
2020-04-29+9,476,221→ 9,476,221 total
Exercise: $0.75From: 2020-04-29Exp: 2020-12-15→ Common Stock (9,476,221 underlying)
Award
Warrant
2020-04-29+3,553,583→ 3,553,583 total
Exercise: $0.75From: 2020-04-29Exp: 2021-12-15→ Common Stock (3,553,583 underlying)

Anderson Dwight

Director10% OwnerOther

Transactions

Exercise/Conversion
Warrant
2020-05-01−2,467,766→ 0 total
Exercise: $0.75From: 2020-04-29Exp: 2020-05-01→ Common Stock (2,467,766 underlying)
Disposition to Issuer
Warrant
2020-04-29−8,378,871→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (8,378,871 underlying)
Disposition to Issuer
Warrant
2020-04-29−5,027,325→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (5,027,325 underlying)
Award
Warrant
2020-04-29+1,974,213→ 1,974,213 total
Exercise: $0.75From: 2020-04-29Exp: 2020-09-15→ Common Stock (1,974,213 underlying)
Award
Warrant
2020-04-29+4,264,299→ 4,264,299 total
Exercise: $0.75From: 2020-04-29Exp: 2021-03-15→ Common Stock (4,264,299 underlying)
Disposition to Issuer
Warrant
2020-04-29−12,233,158→ 0 total
Exercise: $1.00Exp: 2021-12-31→ Common Stock (12,233,158 underlying)
Disposition to Issuer
Warrant
2020-04-29−1,675,771→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (1,675,771 underlying)
Award
Warrant
2020-04-29+2,467,766→ 2,467,766 total
Exercise: $0.75From: 2020-04-29Exp: 2020-05-01→ Common Stock (2,467,766 underlying)
Award
Warrant
2020-04-29+9,476,221→ 9,476,221 total
Exercise: $0.75From: 2020-04-29Exp: 2020-12-15→ Common Stock (9,476,221 underlying)
Award
Warrant
2020-04-29+3,553,583→ 3,553,583 total
Exercise: $0.75From: 2020-04-29Exp: 2021-12-15→ Common Stock (3,553,583 underlying)
Disposition to Issuer
Warrant
2020-04-29−3,351,542→ 0 total
Exercise: $1.75Exp: 2023-01-01→ Common Stock (3,351,542 underlying)
Exercise/Conversion
Common Stock, $0.00001 par value
2020-05-01$0.75/sh+2,467,766$1,850,825→ 51,567,942 total

Footnotes (5)

[F1]On April 29, 2020, Marrone Bio Innovations, Inc. (the "Issuer") entered into a Warrant Exchange Agreement (the "Warrant Exchange Agreement") with Ospraie Ag Science LLC ("Ospraie LLC"), Ardsley Partners Renewable Energy Fund, L.P., National Securities Corporation, Ivan Saval, Ivy Science & Technology Fund and Ivy VIP Science & Technology, pursuant to which Ospraie LLC exchanged all of the warrants to purchase Issuer Common Stock held by it for five tranches of new warrants ("New Warrants") to purchase Common Stock of the Issuer, totaling 21,736,082 New Warrants in the aggregate. Each New Warrant received by Ospraie LLC from the Issuer pursuant to the Warrant Exchange Agreement has an exercise price of $0.75 per share.
[F2](Continued from footnote 1) Pursuant to the Warrant Exchange Agreement, Ospraie LLC agreed to exercise the first tranche of New Warrants on or before May 1, 2020. Ospraie LLC exercised such first tranche of New Warrants on May 1, 2020, and purchased 2,467,766 shares of Issuer Common Stock. The transactions pursuant to the Warrant Exchange Agreement were approved in advance by the Issuer's Board of Directors.
[F3]Ospraie Management, LLC ("Ospraie Management") is the investment manager of Ospraie LLC and has been delegated voting and investment power and thus beneficial ownership of the shares of Common Stock of the Issuer and New Warrants held by Ospraie LLC. Ospraie Holding I, LP ("Ospraie Holding") may be deemed to beneficially own the shares of Common Stock of the Issuer and New Warrants 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 New Warrants held by Ospraie LLC as the general partner of Ospraie Holding.
[F4](Continued from footnote 3) Dwight Anderson may be deemed to beneficially own the shares of Common Stock of the Issuer and New Warrants 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. Each Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his or its pecuniary interest therein, if any.
[F5]As previously disclosed, 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 pursuant to which the Issuer had 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 was 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 (the "Reorganization Agreement Warrants") to purchase shares of Common Stock of the Issuer in an amount equal to the amount of warrants being required to be exercised. Such Reorganization Warrants were first exercisable 180 days after issuance, had a term expiring on January 1, 2023 and had an exercise price of $1.75 per share.

Documents

2 files

Issuer

MARRONE BIO INNOVATIONS INC

CIK 0001441693

→

Entity typeother

IncorporatedDE

Related Parties

filerCIK 0001730557

Filing Metadata

Form type: 4
Filed: Apr 30, 8:00 PM ET
Accepted: May 1, 5:11 PM ET
Size: 43.5 KB

View on SEC.gov