Business Context and Reporting Period
Company: Green Plains Renewable Energy, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: September 28, 2010
Event: Entry into a Material Definitive Agreement to acquire Global Ethanol, LLC.
Key Financial Metrics and Transaction Details
This filing details a specific acquisition transaction rather than periodic financial performance. Key metrics related to the deal include:
- Total Transaction Value: Approximately $169.2 million.
- Asset Valuation: Approximately $147.6 million for ethanol production facilities; the balance allocated to working capital.
- Debt Assumption: Approximately $98.7 million of outstanding debt.
- Consideration Structure:
- 4,386,027 shares of restricted common stock.
- Warrants to purchase 700,000 shares of restricted common stock (3-year term, $14.00 exercise price).
- $20.0 million in cash.
- Target Capacity: Two operating plants (Lakota, IA and Riga, MI) with a combined annual capacity of approximately 157 million gallons.
Note: The filing text does not provide clear values for Green Plains' current revenue, profit, cash flow, margins, or existing liquidity positions outside of the transaction specifics.
Material Changes and Outlook
Material Change: The company has entered a definitive agreement to expand its operations through the acquisition of Global Ethanol, LLC. This represents a significant change in the company's asset base and capital structure upon closing.
Outlook and Timing:
- Closing Date: Expected to occur during the fourth quarter of 2010.
- Conditions: Closing is subject to customary conditions and regulatory approvals.
- Management Commentary: The agreement includes customary representations, warranties, covenants, and indemnities.
Investor Verification Checklist
- Verify the final closing date and whether all regulatory approvals were obtained.
- Confirm the final allocation of the purchase price between facilities and working capital.
- Review the impact of the $98.7 million debt assumption on the company's leverage ratios post-closing.
- Monitor the integration of the 157 million gallon capacity into Green Plains' existing operations.
- Check subsequent filings (Form 10-Q or closing 8-K) for the full text of the definitive agreement.