ROSARIO, Argentina– Bioceres Crop Solutions Corp. (NASDAQ: BIOX) (“Bioceres” or the “Company”), a fully integrated provider of crop productivity solutions designed to enable the transition of agriculture towards carbon neutrality, has finalized and executed the agreements corresponding to the capital commitments announced on March 16, 2022, in connection with the Marrone Bio Innovations merger agreement announcement.
The Company has issued secured guaranteed convertible notes to Jasper Lake Ventures One LLC, Redwood Enhanced Income Corp., and Liminality Partners LP for a total principal amount of $55 million. The notes have a 4-year maturity and accrue interest at an annual interest rate of 9%, of which 5% is payable in cash and 4% in-kind. At any time up to maturity the note holders might opt to convert the outstanding principal amount into common shares of Bioceres at a strike price of $18 per share. The Company can repurchase the notes voluntarily 30 months after the issue date. Proceeds will be allocated to terming out existing ProFarm Group’s (formerly Marrone Bio Innovations Inc.) financial obligations, to working capital for the execution of cost and sales synergies from the merger, and general corporate purposes.
Also, in connection to the recent conversion into common shares of Bioceres of 75% of the convertible notes issued on March 2020 to Solel-Bioceres SPV L.P. (“Solel”), Bioceres has issued new secured guaranteed notes to Solel corresponding to the remaining 25% of the outstanding capital and the repurchase of the underlying 1,526,454 common shares. The new notes have a principal amount of $24.4 million, a 4-year maturity, and an annual interest rate of 9%, of which 5% is payable in cash and 4% in-kind. Bioceres can repurchase the new notes at par value at the end of months 24 and 36, with the annual interest rate stepping up to 13% and 14% correspondingly, should the Company not exercise its prepayment rights. The new Solel notes have no conversion rights into common shares of Bioceres.
