Danimer Scientific Completes Dividend Distribution of Warrants to Stockholders - Seite 2

The Dividend Warrants are redeemable by the Company, upon 20 calendar days’ notice, from and after the first trading day following the date on which the daily volume weighted average price (“VWAP”) of the shares of Common Stock has been at least equal to a specified price, initially equal to the Exercise Price, for at least 20 trading days each falling on or after August 1, 2024 (whether or not consecutive) out of 30 consecutive trading days. Any unredeemed Dividend Warrants will expire at 5:00 p.m. on July 15, 2025.

Additional Details on Bonus Share Fraction

The Bonus Share Fraction feature referenced above entitles a holder of a Dividend Warrant to receive an additional one-half of a share of Common Stock for each Dividend Warrant exercised under certain circumstances without payment of any additional exercise price. The right to receive the Bonus Share Fraction will expire at 5:00 p.m. New York City time on the first trading day (“Bonus Share Expiration Date”) following the date on which the VWAP of the shares of Common Stock has been at least equal to a specified price, initially $2.00 per share, for at least 20 trading days each falling on or after August 1, 2024 (whether or not consecutive) out of 30 consecutive trading days (“Bonus Share Expiration Price Condition”). Any Dividend Warrant exercised after the Bonus Share Expiration Date will not be entitled to the Bonus Share Fraction.

The Company will make a public announcement of the Bonus Share Expiration Date prior to market open on the Bonus Share Expiration Date if the Bonus Share Expiration Price Condition is met.

Other Information

A Q&A regarding this warrant distribution is available in the Investor Relations section of the Company’s website under the “Resources” tab, https://ir.danimerscientific.com/.

The distribution of the Dividend Warrants has not been registered under the Securities Act of 1933, as amended (“Securities Act”), because the issuance of a warrant for no consideration is not a sale or disposition of a security or interest in a security for value pursuant to Section 2(a)(3) of the Securities Act. The Company filed with the SEC a prospectus supplement, dated July 12, 2024, to the prospectus, dated June 5, 2024 (together, the “Prospectus”), each included within the Company’s existing shelf registration statement on Form S-3 (Reg. No. 333-279371), to register the shares of Common Stock underlying the Dividend Warrants.