Attached files
file | filename |
---|---|
EX-5.1 - OPINION OF DAVIS POLK & WARDWELL LLP - TerraVia Holdings, Inc. | dex51.htm |
EX-23.1 - CONSENT OF DELOITTE & TOUCHE LLP - TerraVia Holdings, Inc. | dex231.htm |
As filed with the Securities and Exchange Commission on May 26, 2011
Registration No. 333-
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-1
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
Solazyme, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Delaware | 2860 | 33-1077078 | ||
(State or Other Jurisdiction of Incorporation or Organization) |
(Primary Standard Industrial Classification Code Number) |
(I.R.S. Employer Identification Number) |
225 Gateway Boulevard
South San Francisco, CA 94080
(650) 780-4777
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrants Principal Executive Offices)
Jonathan S. Wolfson
Chief Executive Officer
Solazyme, Inc.
225 Gateway Boulevard
South San Francisco, CA 94080
(650) 780-4777
(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent For Service)
Copies to:
Alan F. Denenberg Davis Polk & Wardwell LLP 1600 El Camino Real Menlo Park, CA 94025 (650) 752-2000 |
Jeffrey D. Saper Allison B. Spinner Wilson Sonsini Goodrich & Rosati, P.C. 650 Page Mill Road Palo Alto, CA 94304 (650) 493-9300 |
Approximate date of commencement of proposed sale to the public: As soon as practicable after the effective date of this Registration Statement.
If any of the securities being registered on this form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, check the following box. ¨
If this form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. x 333-172790
If this form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
If this form is a post-effective amendment filed pursuant to Rule 462(d) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
Large accelerated filer | ¨ | Accelerated filer | ¨ | |||
Non-accelerated filer | x (Do not check if a smaller reporting company) | Smaller reporting company | ¨ |
CALCULATION OF REGISTRATION FEE
Title Of Each Class Of Securities To Be Registered |
Amount To Be Registered(1) |
Proposed Maximum Offering Price Per Share(2) |
Proposed Maximum Aggregate Offering Price(2) |
Amount Of Registration Fee | ||||
Common Stock, par value $0.001 per share |
1,150,000 | $18.00 | $20,700,000 | $2,403.27 | ||||
(1) | Represents only the additional number of securities being registered. Does not include the securities that the Registrant previously registered on the Registration Statement on Form S-1 (File No. 333-172790). |
(2) | Estimated solely for the purpose of computing the amount of the registration fee pursuant to Rule 457(a) under the Securities Act of 1933. |
This registration statement shall become effective upon filing with the Commission in accordance with Rule 462(b) of the Securities Act of 1933, as amended.
Incorporation by Reference of Registration Statement on Form S-1, File No. 333-172790
Solazyme, Inc. (the Company) hereby incorporates by reference into this Registration Statement on Form S-1 in its entirety the Registration Statement on Form S-1 (File No. 333-172790) declared effective on May 26, 2011 by the Securities and Exchange Commission (the Commission), including each of the documents filed by the Company with the Commission and incorporated or deemed to be incorporated by reference therein and all exhibits thereto.
Exhibits
The following documents are filed as exhibits to this Registration Statement.
Exhibit Number |
Description | |
5.1 |
Opinion of Davis Polk & Wardwell LLP | |
23.1 |
Consent of Deloitte & Touche LLP | |
23.2 |
Consent of Davis Polk & Wardwell LLP (included in Exhibit 5.1) | |
25.1 |
Powers of Attorney (included on signature page of and exhibits 24.1, 24.2 and 24.3 to the Registration Statement on Form S-1, File No. 333-172790) |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant has duly caused this Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of South San Francisco, State of California, on this 26th day of May, 2011.
SOLAZYME, INC. | ||
By: | /s/ Tyler W. Painter | |
Name: Tyler W. Painter | ||
Title: Chief Financial Officer |
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed by the following persons in the capacity and on the dates indicated.
Signature |
Title |
Date | ||
/s/ Jonathan S. Wolfson Jonathan S. Wolfson |
Chief Executive Officer and Director (Principal Executive Officer) |
May 26, 2011 | ||
/s/ Tyler W. Painter Tyler W. Painter |
Chief Financial Officer (Principal Financial and Accounting Officer) |
May 26, 2011 | ||
* Michael V. Arbige |
Director | May 26, 2011 | ||
* Ian T. Clark |
Director | May 26, 2011 | ||
* Harrison F. Dillon |
Director, President and Chief Technology Officer |
May 26, 2011 | ||
* Jerry Fiddler |
Chairman of the Board | May 26, 2011 | ||
* William D. Lese |
Director | May 26, 2011 | ||
* Ann Mather |
Director | May 26, 2011 | ||
* Daniel H. Miller |
Director | May 26, 2011 |
*By: | /s/ Tyler W. Painter | |
Attorney-in-fact |
EXHIBITS
Exhibit Number |
Description | |
5.1 |
Opinion of Davis Polk & Wardwell LLP | |
23.1 |
Consent of Deloitte & Touche LLP | |
23.2 |
Consent of Davis Polk & Wardwell LLP (included in Exhibit 5.1) | |
25.1 |
Powers of Attorney (included on signature page of and exhibits 24.1, 24.2 and 24.3 to the Registration Statement on Form S-1, File No. 333-172790) |