Verenium Corporation (Nasdaq: VRNM), a leading industrial biotechnology company focused on the development and commercialization of high-performance enzymes, today announced it has closed a transaction with DSM Food Specialties B.V., a business group of Royal DSM, in which Verenium has sold to DSM its Oilseed Processing business, licensed certain enzymes for use in the food and beverage markets, and will provide access to new gene libraries to be developed by Verenium. Verenium will receive $37 million in total consideration, including transaction and related expenses, on Monday, March 26, 2012.
"This agreement is a further example of the substantial value industry-leading companies place on our unique products and capabilities," said James Levine, President and Chief Executive Officer at Verenium. "Moving forward, Verenium remains committed to realizing the growth potential from our commercial and pipeline products, and using our proprietary technology to create new and valuable products."
Following the transaction, Verenium's business remains focused on providing novel enzymes in the areas of animal health and nutrition, grain processing and oilfield services. In addition, Verenium's robust pipeline of novel product candidates provides an important basis for future growth.
Key terms of the agreement between the companies include:
DSM has acquired Verenium's oilseed processing enzymes, including Purifine® PLC, product candidates, and the intellectual property covering these products and product candidates for use in the oilseed processing market. In addition, DSM has assumed Verenium's existing oilseed processing customers and the Company's partnership agreements with Bunge, Alfa Laval and Desmet Ballestra.
Verenium has granted DSM exclusive licenses to its alpha-amylase and xylanase enzyme products for use in the food and beverage markets. Verenium retains certain rights to these products in markets outside of the food and beverage markets.
Verenium and DSM have entered into a supply agreement for Verenium to manufacture the Purifine® PLC, alpha-amylase and xylanase products for DSM.
Verenium will develop new gene libraries for use by DSM. Both companies will have full access to the libraries for the purpose of identifying new product opportunities. This transaction does not impact Verenium's existing gene libraries.
The products acquired by DSM represented approximately $7.5 million in revenue to Verenium in 2011.
"We are pleased to have secured this capital without issuing new shares, and believe we have positioned ourselves to create value for shareholders. As a result of this transaction, we are able to retire our remaining debt and create a capital structure appropriate for our business," said Jeff Black, Chief Financial Officer at Verenium. "We are now better positioned to invest in our current commercial products and pipeline and focus on driving long term value."
The Company will provide additional information regarding this transaction during its conference call on Monday, March 26, 2012 at 4:30 p.m. EDT. This call may be accessed by dialing 877-755-7422 (domestic) or 678-894-3067 (international) and providing the passcode 66160583. A link to the live webcast may be accessed by visiting the "Investors" section of the Company's website at http://www.verenium.com. A replay of the event will be available on the Company's website approximately two hours after the call and will be archived for 30 days.
UBS served as exclusive advisor to Verenium on this transaction. Stifel Nicolaus Weisel also served as a financial advisor to the Company.
Verenium, an industrial biotechnology company, is a global leader in developing high-performance enzymes. Verenium's tailored enzymes are environmentally friendly, making products and processes greener and more cost-effective for industries, including the global food and fuel markets. Read more at www.verenium.com.
DSM – Bright Science. Brighter Living.™
Royal DSM is a global science-based company active in health, nutrition and materials. By connecting its unique competences in Life Sciences and Materials Sciences DSM is driving economic prosperity, environmental progress and social advances to create sustainable value for all stakeholders. DSM delivers innovative solutions that nourish, protect and improve performance in global markets such as food and dietary supplements, personal care, feed, pharmaceuticals, medical devices, automotive, paints, electrical and electronics, life protection, alternative energy and bio-based materials. DSM's 22,000 employees deliver annual net sales of around euro 9 billion. The company is listed on NYSE Euronext. More information can be found at www.dsm.com.