Danimer Scientific to Begin Trading on the New
York Stock Exchange Under “DNMR”
Meredian Holdings Group, Inc., doing business as Danimer
Scientific (“Legacy Danimer”), a next generation bioplastics
company focused on the development and production of biodegradable
materials, and Danimer Scientific, Inc. (f/k/a Live Oak Acquisition
Corp. (“Live Oak”)) announced today that they have completed their
previously announced business combination. The transaction was
unanimously approved by the board of directors of Live Oak and was
approved at a special meeting of Live Oak stockholders on December
28, 2020. In connection with the closing, Live Oak changed its name
to Danimer Scientific, Inc. (“Danimer Scientific” or the
“Company”). The common stock of Danimer Scientific will trade under
the ticker symbol “DNMR” on the New York Stock Exchange beginning
December 30, 2020.
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“The completion of our business combination represents a pivotal
milestone in the global fight against one of the world’s biggest
environmental problems – single use plastic waste and pollution,”
said Stephen E. Croskrey, Chief Executive Officer of Danimer
Scientific. “We are now fully financed to expand production
capacity and meet the considerable expected demand from our blue
chip, multinational customer base. Our customers view our Nodax™
PHA technology as a core component of their corporate
sustainability strategy and a key vehicle to achieve their ESG
commitments of reducing plastic waste by making their plastic
packaging fully biodegradable. We are excited to become a publicly
traded company and enter the next phase of growth as we broaden the
reach of our remarkable Nodax™ technology.”
Danimer Scientific is a pioneer in creating environmentally
responsible and natural alternative solutions to traditional
petroleum-based resins. The Company’s signature polymer, Nodax™ PHA
(polyhydroxyalkanoate), is a 100% biodegradable, renewable, and
sustainable plastic produced using canola oil as a primary
feedstock. Nodax™ PHA is the first PHA polymer to be certified as
marine degradable, the highest standard of biodegradability, which
verifies the material will fully degrade in ocean water without
leaving behind harmful microplastics. As a result, NodaxTM offers a
better beginning-of-life and end-of-life cycle than any of today’s
traditional plastics and can replace the 80% of plastics that are
never recycled or incinerated.
Danimer Scientific is currently producing and shipping NodaxTM
at a commercial scale level from its existing facility in
Winchester, Kentucky. The Company has partnered with key
manufacturers and consumer products companies such as PepsiCo,
Nestlé, Bacardi, Genpak, WinCup, Columbia Packaging Group, Kemira
and Plastic Suppliers Inc. as they introduce more sustainable
alternatives to straws, food and beverage containers, and flexible
packaging, among others. Based on signed and pending contracts, the
Company is fully sold out of all production in its Kentucky
facility and will use its increased capital base to significantly
increase production in seeking to meet the expected current and
long-term demand of its customer base.
Rick Hendrix, outgoing Chief Executive Officer of Live Oak and
now a member of the Board of Directors of Danimer Scientific,
commented, “Danimer Scientific’s 100% biodegradable products put
the Company at the forefront of sustainability and ESG leadership
with innovative technologies that minimize exploitation of natural
resources and enable customers to incorporate environmentally
responsible products into their supply chains. Danimer Scientific
represents a unique and compelling ESG investment opportunity with
what we believe is a clear path to profitable growth. We are
delighted to complete this business combination to accelerate the
Company’s growth and create value for Danimer Scientific’s team
members, customers, shareholders and the environment.”
Transaction Overview
As a result of this transaction, Danimer Scientific will now
have approximately $380 million of unrestricted cash, net of
transaction costs, on the balance sheet to fully fund future,
planned growth, including the expansion of its current Kentucky
facility and the build out of its contemplated greenfield facility.
These funds are primarily comprised of cash from Live Oak’s former
trust account and concurrent equity private placements from
institutional investors, including certain funds managed by
affiliates of Apollo, Federated Hermes Kaufmann Small Cap Fund, and
over $50 million from Live Oak affiliates.
Legacy Danimer’s senior management team will continue to lead
the now combined company. In addition to serving as Chief Executive
Officer of Danimer Scientific, Mr. Croskrey has been named Chairman
of the Board. Rick Hendrix, Chief Executive Officer of Live Oak,
has joined Danimer Scientific’s Board, and John Amboian,
Non-Executive Chairman of Live Oak, has joined the Board as Lead
Independent Director.
A more detailed description of the transaction can be found in
the proxy statement/prospectus filed with the U.S. Securities and
Exchange Commission (“SEC”) on December 16, 2020 by Live Oak.
Advisors
Jefferies served as exclusive financial advisor, sole private
placement agent and capital markets advisor to Live Oak. Morgan
Stanley served as capital markets advisor to Live Oak. Houlihan
Lokey served as financial advisor to Danimer. Mayer Brown LLP
served as legal counsel to Live Oak. Kane Kessler, PC served as
legal counsel to Danimer.
About Danimer Scientific
Danimer Scientific is a pioneer in creating more sustainable,
more natural ways to make plastic products sold under the
proprietary NodaxTM brand name. For more than a decade, the
Company’s renewable and sustainable biopolymers have helped create
plastic products that are 100% biodegradable and compostable.
Danimer Scientific’s products return to nature instead of polluting
our lands and waters. The Company’s technology can be found in a
vast array of plastic end-use products that people use every day.
Applications for our biopolymers include additives, aqueous
coatings, fibers, filaments, films, and injection-molded articles,
among others. The Company now holds more than 150 patents and
pending patent applications in nearly 20 countries for a range of
manufacturing processes and biopolymer formulations. For more
information, visit www.DanimerScientific.com.
Forward-Looking Statements
Certain statements included in this press release that are not
historical facts are forward-looking statements for purposes of the
safe harbor provisions under the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements generally
are accompanied by words such as “believe,” “may,” “will,”
“estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,”
“would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,”
“outlook,” and similar expressions that predict or indicate future
events or trends or that are not statements of historical matters.
All statements, other than statements of present or historical fact
included in this presentation, regarding Live Oak’s business
combination with Danimer Scientific, the benefits of the
transaction and the combined company’s future financial
performance, as well as the combined Company’s strategy, future
operations, estimated financial position, estimated revenues and
losses, projected costs, prospects, plans and objectives of
management are forward-looking statements. These statements are
based on various assumptions, whether or not identified in this
press release, and on the current expectations of the management of
Danimer Scientific and are not predictions of actual performance.
These forward-looking statements are provided for illustrative
purposes only and are not intended to serve as, and must not be
relied on as, a guarantee, an assurance, a prediction, or a
definitive statement of fact or probability. Actual events and
circumstances are difficult or impossible to predict and will
differ from assumptions. Many actual events and circumstances are
beyond the control of Danimer Scientific. Potential risks and
uncertainties that could cause the actual results to differ
materially from those expressed or implied by forward-looking
statements include, but are not limited to, changes in domestic and
foreign business, market, financial, political, and legal
conditions;; failure to realize the anticipated benefits of the
transaction; risks relating to the uncertainty of the projected
financial information with respect to Danimer Scientific; the
overall level of consumer demand for Danimer Scientific’s products;
general economic conditions and other factors affecting consumer
confidence, preferences, and behavior; disruption and volatility in
the global currency, capital, and credit markets; the financial
strength of Danimer Scientific’s customers; Danimer Scientific’s
ability to implement its business strategy; changes in governmental
regulation, Danimer Scientific’s exposure to intellectual property,
product liability or product warranty claims and other loss
contingencies; disruptions and other impacts to Danimer
Scientific’s business, as a result of the COVID-19 global pandemic
and government actions and restrictive measures implemented in
response; stability of Danimer Scientific’s manufacturing
facilities and suppliers, as well as consumer demand for its
products, in light of disease epidemics and health-related concerns
such as the COVID-19 global pandemic; the impact that global
climate change trends may have on Danimer Scientific and its
suppliers and customers; Danimer Scientific’s ability to protect
patents, trademarks and other intellectual property rights; any
breaches of, or interruptions in, Danimer Scientific’s information
systems; fluctuations in the price, availability and quality of raw
materials and contracted products as well as foreign currency
fluctuations; Danimer Scientific’s ability to utilize potential net
operating loss carryforwards; changes in tax laws and liabilities,
tariffs, legal, regulatory, political and economic risks.
More information on potential factors that could affect our
financial results is included from time to time in Danimer
Scientific’s public reports filed with the Securities and Exchange
Commission, including (when available) its Annual Report on Form
10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form
8-K. If any of these risks materialize or any assumptions prove
incorrect, actual results could differ materially from the results
implied by these forward-looking statements. There may be
additional risks that Danimer Scientific does not presently know,
or that Danimer Scientific currently believe are immaterial, that
could also cause actual results to differ from those contained in
the forward-looking statements. In addition, forward-looking
statements reflect Danimer Scientific’s expectations, plans, or
forecasts of future events and views as of the date of this press
release. Danimer Scientific anticipates that subsequent events and
developments will cause Danimer Scientific‘s assessments to change.
However, while Danimer Scientific may elect to update these
forward-looking statements at some point in the future, Danimer
Scientific specifically disclaims any obligation to do so, except
as required by law. These forward-looking statements should not be
relied upon as representing Danimer Scientific’s assessments of any
date subsequent to the date of this press release. Accordingly,
undue reliance should not be placed upon the forward-looking
statements.
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