Business Context and Reporting Period
Company: Green Plains Renewable Energy, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: November 5, 2013
Event: Entry into a Material Definitive Agreement to acquire two ethanol plants from an entity composed of the lender group of BioFuel Energy Corp. (BIOF).
Key Financial Metrics and Transaction Details
- Transaction Value: Approximately $101 million, plus working capital at closing.
- Assets Acquired: Two ethanol plants located in Wood River, NE, and Fairmont, MN.
- Production Capacity: Combined annual capacity of approximately 220 million gallons.
- Financing Structure: Approximately $77 million in term debt; the balance to be funded in cash.
- Expected Closing: Fourth quarter of 2013.
Material Changes and Background
The target assets were previously transferred to the lender group entity by BIOF pursuant to a deed in lieu of foreclosure. Green Plains is purchasing these assets and certain related assets directly from the lender group entity. This transaction represents a significant expansion of Green Plains' production capacity.
Outlook, Risks, and Contingencies
- Closing Conditions: The transaction is subject to customary closing conditions and regulatory approvals.
- Agreement Terms: The definitive agreement includes customary representations, warranties, covenants, and indemnities.
- Documentation: The full text of the definitive agreement will be filed as an exhibit to the Form 8-K announcing the closing or the Form 10-K for the year ended December 31, 2013.
Key Facts for Investor Verification
- Confirmation of the transaction closing date within Q4 2013.
- Final valuation of working capital at closing.
- Details of the term debt financing (interest rates, maturity, covenants).
- Receipt of all necessary regulatory approvals.
- Operational status and condition of the Wood River and Fairmont facilities post-transfer.