On June 21, 2013, Solazyme, Inc. (the “Company”) and Roquette Frères, S.A. (“Roquette”) agreed to dissolve their joint venture, Solazyme Roquette Nutritionals, LLC (“SRN”), in accordance with Articles 20 and 21 of the Joint Venture and Operating Agreement of SRN entered into as of November 3, 2010, by and between the Company and Roquette (“JVOA”). On July 18, 2013, SRN was formally dissolved.
As a result of the dissolution, the JVOA and the Solazyme License Agreement made as of December 16, 2010, by and between the Company and SRN (“Solazyme License Agreement”), automatically terminated.
Pursuant to the Solazyme License Agreement, the Company licensed to SRN certain intellectual property for use in the SRN field, which license terminated upon the dissolution of SRN. Under the JVOA, the Company and Roquette formed SRN, owned 50% by the Company and 50% by Roquette, and SRN engaged in the research and development, manufacture, distribution, sales, marketing and support of products and services related to microalgae derived products for use in the SRN field. As described above, the JVOA automatically terminated upon the dissolution of SRN.
The above descriptions of the terms of the Solazyme License Agreement and the JVOA are qualified in their entirety by reference to the text of these agreements, which the Company filed with the Securities and Exchange Commission as Exhibit 10.11 to Amendment No. 1 to its Form S-1 Registration Statement on April 1, 2011 and Exhibit 10.10 to Amendment No. 2 to its Form S-1 Registration Statement on April 13, 2011, respectively.
Source: Yahoo Finance