Business Context and Reporting Period
Company: Green Plains Renewable Energy, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: March 4, 2010
Event: Entry into a Material Definitive Agreement for an underwritten public offering of common stock.
Key Financial Metrics
This filing reports on a capital raise event rather than operational performance metrics. Key figures include:
- Shares Offered: Up to 6,325,000 shares of common stock (including 825,000 shares pursuant to an over-allotment option).
- Offering Price: $13.50 per share.
- Net Proceeds: Approximately $68.8 million (excluding the over-allotment option), after deducting underwriting discounts, commissions, and estimated offering expenses.
- Expected Closing Date: On or about March 10, 2010.
Note: The filing text does not provide values for revenue, profit, cash flow, margins, debt, or liquidity as this is a transactional report.
Material Changes
The primary material change is the execution of an Underwriting Agreement with Jefferies & Company, Inc. and Piper Jaffray & Co. This agreement facilitates the issuance of new equity to raise capital. The offering was made pursuant to an effective shelf registration statement (Form S-3) originally filed in November 2009.
Guidance, Outlook, and Risks
Management Commentary: The Company issued a press release on March 5, 2010, announcing the pricing of the offering.
Risks and Contingencies: The closing of the offering is subject to the satisfaction of customary closing conditions. The Underwriting Agreement contains customary representations, warranties, covenants, indemnification rights, and termination provisions.
Investor Verification Checklist
- Verify the final closing date of the offering (expected March 10, 2010).
- Confirm the total net proceeds once the over-allotment option is exercised or expires.
- Review the full Underwriting Agreement (Exhibit 1.1) for specific covenants and termination rights.
- Check the press release (Exhibit 99.1) for details on the intended use of proceeds.