Diversa Announces Exercise in Full of Over-Allotment Option by Initial Purchasers
March 30 2007 - 9:00AM
PR Newswire (US)
SAN DIEGO, March 30 /PRNewswire-FirstCall/ -- Diversa Corporation
(NASDAQ:DVSA) announced today that the initial purchasers have
exercised in full their over-allotment option to purchase an
additional $20 million aggregate principal amount of 5.50%
Convertible Senior Notes due 2027 ("Convertible Notes") in
connection with Diversa's previously announced private placement
which closed on March 28, 2007. Including the over-allotment notes
being purchased, the offering will total $120 million aggregate
principal amount of Convertible Notes, resulting in expected net
proceeds to Diversa of approximately $115.9 million (after payment
of the initial purchasers' discounts and commissions, but excluding
estimated offering expenses). Diversa intends to use the net
proceeds of this offering for continued expansion of its biofuels
business, continued investment on product development and
commercialization efforts in its specialty enzyme business, and for
general corporate purposes, including working capital. Though this
offering is not contingent upon Diversa's pending merger with
Celunol Corp. (the "Merger"), if the Merger is successfully
consummated, Diversa intends to use a portion of the net proceeds
from this offering to fund the operations of the combined company,
including the planned construction of a demonstration-scale ethanol
facility. The Convertible Notes were offered to qualified
institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended. None of the Convertible Notes (including any
shares of common stock issuable upon conversion thereof) have been
registered under the Securities Act or under any state securities
laws and, unless so registered, may not be offered or sold in the
United States or to U.S. persons except pursuant to an exemption
from, or in a transaction not subject to the registration
requirements of the Securities Act and applicable state securities
laws. Any offers of the securities may be made only by means of a
private offering memorandum. This press release does not constitute
an offer to sell or the solicitation of an offer to buy any
securities, nor shall it constitute an offer, solicitation or sale
in any jurisdiction in which such offer, solicitation or sale is
unlawful. Forward-Looking Statements Statements in this press
release that are not strictly historical are "forward-looking" and
involve a high degree of risk and uncertainty. These include
statements related to Diversa's financing activities and its
business, all which are prospective. Such statements are only
predictions, and the actual events or results may differ materially
from those projected in such forward-looking statements. Factors
that could cause or contribute to differences include, but are not
limited to, risks related to factors that could affect Diversa's
ability to close the proposed Convertible Note over-allotment
exercise and its intended use of proceeds. Certain of these factors
and others are more fully described in Diversa's filings with the
Securities and Exchange Commission, including, but not limited to,
Diversa's Annual Report on Form 10-K for the year ended December
31, 2006, as amended. These forward-looking statements speak only
as of the date hereof. Diversa expressly disclaims any intent or
obligation to update these forward-looking statements. Contact:
Wendy Kelley Investor Relations Diversa Corporation (858) 526-5437
DATASOURCE: Diversa Corporation CONTACT: Wendy Kelley, Investor
Relations of Diversa Corporation, +1-858-526-5437 Web site:
http://www.diversa.com/
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